Pena Justisia: Media Komunikasi dan Kajian Hukum
Vol. 24 No. 1 (2025): Pena Justisia

The Legality of Alfamart Acquisition of Lawson: Driving Into the Process With a GMS

Hartono, Darminto (Unknown)
Rani, Anisyah (Unknown)



Article Info

Publish Date
23 Jun 2025

Abstract

Acquisition is a form of corporate action that has a significant impact on the control structure in a company and generally requires the approval of the General Meeting of Shareholders (GMS) as stipulated in Law Number 40 of 2007 concerning Limited Liability Companies (UUPT). However, in practice, not all acquisitions follow this normative flow. This study discusses the legality of the acquisition process carried out by Alfamart against Lawson without going through the GMS mechanism. Using a juridical-normative approach, this article analyzes the provisions of the UUPT and derivative regulations from the Financial Services Authority (OJK), especially POJK Number 17/POJK.04/2020 and POJK Number 42/POJK.04/2020. The results of the study show that even though it did not go through the GMS, the acquisition was still legally valid because it met the exception requirements, namely the transaction value is below 50% of the total equity and the affiliate relationship does not cause a conflict of interest. Thus, Alfamart's actions have been in accordance with the applicable positive legal provisions and reflect the flexibility of the law in modern corporate practice

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Journal Info

Abbrev

hk

Publisher

Subject

Law, Crime, Criminology & Criminal Justice

Description

Pena Justisia aims to provide a forum for lecturers and researchers to publish the original articles about Law Science. Focus of Pena Justisia is publishing the manuscript of outcome study, and conceptual ideas which specific in the sector of Law science. We are interested in topics which relate ...