<![CDATA[Derivative lawsuits are legal mechanisms that give shareholders the authority to file lawsuits on behalf of the company against directors or commissioners who are suspected of violating fiduciary obligations and causing losses to the company. Although it has been regulated in Article 97 paragraph (6) and Article 114 paragraph (6) of Law Number 40 of 2007 concerning Limited Liability Companies, the effectiveness of this mechanism in practice still raises debate. This study aims to analyze the normative construction of derivative lawsuits in the UUPT and assess its effectiveness as an instrument of corporate supervision with a comparative approach. This research is a normative legal research that examines law as a norm through a systematic analysis of primary and secondary legal materials. The approach used includes a statute approach, a case approach through the review of court decisions, including the West Java High Court Decision Number 477/PDT/2017/PT. BDG, as well as a comparative approach by comparing the regulatory design of derivative lawsuits in Indonesia, Japan, and Singapore, especially related to standing requirements, demand requirements, leave of court, and the role of the court in testing the interests of the company. The results of the study show that although derivative lawsuits have been recognized normatively, there are structural, regulatory, and practical obstacles that limit their effectiveness. Compared to Japan and Singapore which have a more structured procedural architecture, the regulation in Indonesia still needs to be strengthened to ensure that the corporate supervision function runs optimally.]]>
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