The Importance of Annual GMS

Oct 13, 2025 by miodeya.com 107 views

Accountability of the Board of Directors and the Board of Commissioners who did not carry out the Annual GMS: A Study of Decision Number 76/Pdt. G/2020/PN. MTR

Introduction

The Annual General Meeting of Shareholders (GMS) is a crucial obligation for companies, particularly limited companies, to evaluate past performance, formulate future plans, make strategic decisions, and maintain transparency and accountability. The GMS is a platform for shareholders to exercise their rights and participate in decision-making processes that impact the company's future. However, if the GMS is not carried out intentionally, the Board of Directors and the Board of Commissioners can be held accountable for their actions. This study aims to analyze the responsibilities of the Board of Directors and the Board of Commissioners who do not carry out the annual GMS and efforts to correct the company's losses due to the act of against the law carried out by them in the management of the company.

The Importance of Annual GMS

The annual GMS plays a vital role in the functioning of a company. It provides an opportunity for shareholders to:

Evaluate the company's past performance and future prospects
Formulate strategic decisions that impact the company's growth and development
Exercise their rights and participate in decision-making processes
Maintain transparency and accountability in the company's operations

The GMS is not just a formality, but an essential forum for decision making that has a significant impact on the company's future. Non-compliance in carrying out the GMS can be fatal, not only for the company but also for shareholders who are harmed.

Research Methodology

The method used in this study is a normative legal research method by relying on secondary data. The approach used includes the legislation approach and the case approach. Data collection techniques are carried out through library research, which is then processed and analyzed qualitatively.

Research Result

The results showed that the implementation of the annual GMS was the responsibility of the Board of Directors and the Board of Commissioners. Action against the law that results in losses and negligence of the Board of Directors and the Board of Commissioners in the management of the company demands them to be legally responsible, in accordance with the provisions contained in the Limited Liability Company Law (UUPT) No. 40 of 2007.

One of the prominent cases is decision number 76/Pdt.G/2020/PN.Mtr, where the Board of Commissioners and Directors of PT. Gili Development and Rentals act arbitrarily in running the company, as well as not carrying out the GMS from 2015 to 2018. Based on the judge's consideration, this decision granted the plaintiff's claim regarding the act against the law carried out by the Directors and the Board of Commissioners, who did not carry out the annual GMS and resulted losses, as well as rejecting the intervention lawsuit related to the transfer of rights to shares.

Analysis

This case gives a clear picture of the importance of compliance with legal obligations carried out by the Board of Directors and the Board of Commissioners. The judge's decision in this case emphasized that violations of this obligation not only harm the company, but also have a legal impact that could be personally accounted for by the management. This is an important step in creating accountability in the company and providing lessons for management to be more serious in carrying out their responsibilities.

The Consequences of Non-Compliance

Non-compliance in carrying out the GMS can have severe consequences for the company and its shareholders. Some of the consequences include:

Losses and financial damage to the company
Damage to the company's reputation and credibility
Legal action against the Board of Directors and the Board of Commissioners
Personal liability for the management

The Importance of Good Management

Good management is essential for companies to avoid legal issues and maintain transparency and accountability. A good management system should include:

Regular GMS to evaluate past performance and formulate future plans
Transparency and accountability in the company's operations
Compliance with legal obligations and regulations
Effective decision-making processes that impact the company's growth and development

Conclusion

In conclusion, the annual GMS is a crucial obligation for companies to maintain transparency and accountability. Non-compliance in carrying out the GMS can have severe consequences for the company and its shareholders. This study highlights the importance of compliance with legal obligations carried out by the Board of Directors and the Board of Commissioners. It also emphasizes the need for good management to avoid legal issues and maintain transparency and accountability in the company's operations.

Recommendations

Based on the findings of this study, the following recommendations are made:

Companies should prioritize the implementation of regular GMS to evaluate past performance and formulate future plans.
The Board of Directors and the Board of Commissioners should be held accountable for their actions and decisions.
Good management practices should be implemented to maintain transparency and accountability in the company's operations.
Legal obligations and regulations should be complied with to avoid legal issues and maintain a good reputation.

Limitations of the Study

This study has some limitations that should be noted. The study relies on secondary data and uses a normative legal research method. The case study used in this research is limited to one company, and the findings may not be generalizable to other companies. Further research is needed to explore the implications of non-compliance in carrying out the GMS and the consequences for the company and its shareholders.

Future Research Directions

Future research should focus on exploring the implications of non-compliance in carrying out the GMS and the consequences for the company and its shareholders. The study should also examine the effectiveness of good management practices in maintaining transparency and accountability in the company's operations. Additionally, the study should investigate the role of the Board of Directors and the Board of Commissioners in maintaining accountability and transparency in the company's operations.
Q&A: Accountability of the Board of Directors and the Board of Commissioners who did not carry out the Annual GMS

Q: What is the Annual General Meeting of Shareholders (GMS)?

A: The Annual General Meeting of Shareholders (GMS) is a crucial obligation for companies, particularly limited companies, to evaluate past performance, formulate future plans, make strategic decisions, and maintain transparency and accountability.

Q: Why is the GMS important?

A: The GMS is important because it provides an opportunity for shareholders to exercise their rights and participate in decision-making processes that impact the company's future. It also helps to maintain transparency and accountability in the company's operations.

Q: What are the consequences of non-compliance in carrying out the GMS?

A: Non-compliance in carrying out the GMS can have severe consequences for the company and its shareholders, including losses and financial damage to the company, damage to the company's reputation and credibility, legal action against the Board of Directors and the Board of Commissioners, and personal liability for the management.

Q: Who is responsible for carrying out the GMS?

A: The Board of Directors and the Board of Commissioners are responsible for carrying out the GMS. They must ensure that the GMS is conducted in accordance with the company's articles of association and the relevant laws and regulations.

Q: What are the key elements of good management practices?

A: Good management practices include:

Regular GMS to evaluate past performance and formulate future plans
Transparency and accountability in the company's operations
Compliance with legal obligations and regulations
Effective decision-making processes that impact the company's growth and development

Q: How can companies avoid legal issues and maintain transparency and accountability?

A: Companies can avoid legal issues and maintain transparency and accountability by:

Prioritizing the implementation of regular GMS
Ensuring that the Board of Directors and the Board of Commissioners are held accountable for their actions and decisions
Implementing good management practices
Complying with legal obligations and regulations

Q: What is the role of the Board of Directors and the Board of Commissioners in maintaining accountability and transparency?

A: The Board of Directors and the Board of Commissioners play a crucial role in maintaining accountability and transparency in the company's operations. They must ensure that the company's operations are conducted in accordance with the company's articles of association and the relevant laws and regulations.

Q: What are the implications of non-compliance in carrying out the GMS?

A: The implications of non-compliance in carrying out the GMS can be severe, including losses and financial damage to the company, damage to the company's reputation and credibility, legal action against the Board of Directors and the Board of Commissioners, and personal liability for the management.

Q: How can companies prevent non-compliance in carrying out the GMS?

A: Companies can prevent non-compliance in carrying out the GMS by:

Prioritizing the implementation of regular GMS
Ensuring that the Board of Directors and the Board of Commissioners are held accountable for their actions and decisions
Implementing good management practices
Complying with legal obligations and regulations

Q: What are the benefits of good management practices?

A: The benefits of good management practices include:

Maintaining transparency and accountability in the company's operations
Avoiding legal issues and regulatory non-compliance
Ensuring effective decision-making processes that impact the company's growth and development
Enhancing the company's reputation and credibility

Q: How can companies ensure that their management practices are effective?

A: Companies can ensure that their management practices are effective by:

Regularly reviewing and updating their management practices
Ensuring that the Board of Directors and the Board of Commissioners are held accountable for their actions and decisions
Implementing good management practices
Complying with legal obligations and regulations