Proses Akuisisi dalam PT Jembatan Nusantara oleh PT ASDP Indonesia Ferry (Persero) Ditinjau dari Prinsip Business Judgment Rule dan Good Corporate Governance
This study analyzes legal certainty regarding the application of the Business Judgement Rule principle and examines compliance with corporate law principles related to GCG in the actions taken by the Board of Directors of PT ASDP Indonesia Ferry when conducting a business cooperation and acquisition of PT Jembatan Nusantara. The method used in this study is normative legal research that refers to legal literature research by examining the law in various situations, including norms, rules, principles, doctrines, theories, and other literature. The results of the analysis show that the Board of Directors of PT ASDP has carried out its fiduciary duty properly in managing the company in relation to the Business Cooperation (KSU) and acquisition of PT Jembatan Nusantara, as evidenced by its prudence, good faith, and responsibility, as well as its compliance with the articles of association as stipulated in the Limited Liability Company Law. The Board of Directors of PT ASDP deserves legal protection under the Business Judgement Rule principle and cannot be held personally liable for corporate actions taken in the course of managing the company. With the fulfillment of the five principles of Good Corporate Governance, the actions of the Board of Directors of PT ASDP Indonesia Ferry (Persero) cannot be classified as actions that deviate from good corporate governance or as abuse of authority. On the contrary, the actions of the Board of Directors constitute the exercise of professional, rational, and responsible management functions, even though they involve business risks.