Legal Certainty on the Transfer of Rights to the Powned of Scripless Share Towards a Payer Who Does Breaching

Shares currently available in Indonesia are scripless shares (scripless shares). In the scripless pledge of shares, in the process of transferring rights to the pledger who defaults, there is a difference in the mechanism for transferring rights. The difference in the mechanism for the transfer of rights results from the absence of concrete rules governing the pledge of shares or the transfer of rights over the pledge of scripless shares, especially for the pledger who defaults. Article 60 of the Company Law is correct in stating that shares can be used as an object of pledge, but does not regulate the provisions regarding the transfer of rights to pledge scriples shares when the pledger defaults. The problems to be examined are: (1) Can scripless shares be qualified as pawn objects?; (2) How is the legal certainty regarding the transfer of rights over the pledge of scripless shares to the pledger who defaults? Scripless shares are included in the type of movable property in accordance with the provisions of Article 60 paragraph (1) UUPT. Shares can be pledged as collateral by pledge or fiduciary guarantee in accordance with the provisions of Article 60 paragraph (2) UUPT, Article 61 UUPM and Point 2.2 Kepdir KSEI No.: KEP-012/DIR/KSEI/0807 concerning Amendments to Regulations on Central Custodian Services. Legal certainty of the transfer of rights to pledge of shares, carried out through the pawnbroker selling directly the pledged object in the form of scripless shares through the Indonesian stock exchange, on the basis of the agreement and approval of the default pledger to give power of attorney to the pledgee to sell/release these shares to the Indonesia Stock Exchange and transact based on the price on the Stock Exchange. Agreements and agreements between the pawn giver and the pawn receiver are set forth in a letter of agreement to sell and a power of attorney to sell which cannot be withdrawn as stipulated in Article 1156 of the Civil Code.