to Indonesian
CONCERNING DISTRIBUTION OF COMPANIES
For purpose of this chapter, the implementing provisions to be stipulated are based on this Chapter, thus hereinafter referred to as :
(1) Based on this ordinance, a Company Distribution Board (will) be established in Jakarta, whose chairperson and members will be appointed and dismissed by the President, provided that
(2) The President will stipulate further the provisions concerning tasks and duties of the Company Distribution Board.
(1) A Government regulation can stipulate that the provisions of this Article are applicable to all or some of regions of Indonesia either for defined period or undefined period to companies that are falling into the business line that is designated by the Government regulation.
(2) With explanation (toepasselijkverklaring), such a Government Regulation can stipulate that the regulations are not applicable to companies that have duty more extent than those that is specified in the Government Regulation.
(3) In addition, it can be stipulated to what extent the stipulation is not applied to companies whose business is not to meet the public's need, and the Minister, the Company Distribution Board has the right to release the companies, to which the implementation is purported.
(4) A Government Regulation as meant in paragraph 1 above, shall not be stipulated until advice of the Company Distribution Board has been given and to the best possible after negotiation with the parties concerned.
(5) Government Regulation as meant in paragraph 1 shall not be amended or revoked until advice has been asked from the Company Distribution Board and to the best possible after negotiation with an expert committee that is established for the company branch.
(1) Without prejudice to the permits required by other statutory provisions, to operate companies that have been existent as at the enactment of the relevant Government Regulation, licence must be obtained from the Director.
(2) This licence will not be rejected if applied for in good faith within 3 months as of the enactment of the Government Regulation.
(1) Without prejudice to the permits required by other statutory provisions, after enactment of relevant Government Regulation, in order to establish a company, licence must be obtained from the Director.
(2) Without prejudice to the permits required by other statutory provisions, the Government Regulation as meant in Article 2 can stipulate that in order to expand the company, as meant in Article 3 paragraph 1, and for companies that have obtained establishment permit under the previous paragraph, either on its own request or not, a permit must be obtained from the Director.
(3) Permits as meant in paragraphs 1 and 2 shall only be rejected, if according to Director, the establishment or expansion of the company is deemed contravening the State economic interests.
(4) If paragraph 2 is applied, the Director shall issue the licence as meant in Article 3 paragraph 1 and permit as meant in paragraph 2 of this Article, such as the permit as meant in paragraphs of this Article, to determine the extent of the relevant company.
(5) Permit to expand the company as meant in paragraph 2 of this Article can be given either temporarily or permanently.
(6) If permits are given not on request, then those permits must also be given to the companies according to reasonable interest with due observance to the company's extent, all are in sole discretion of the Director.
(1) Request for licence as meant in Article 3 and permits that are required under Article 4 must be submitted to the Government employee designated by virtue of Government regulations that will work it out in accordance with or based on the provisions.
(2) The aforesaid request must be attached with information as the Director deems necessary to make decisions on such a request.
(3) If information as meant in the aforesaid paragraph is not given in the places designated by the Director, then such a request is deemed void.
(1) Licence ad written permits shall be in the name of relevant entrepreneur (2).
(2) Requirements applicable to the licence and permit holders can be stipulated by the Director.
(3) The requirements as meant in the aforesaid paragraph can also relate with:
(1) To transfer a licence or permit, approval of Director as set-forth above is required, in the approval of which the requirements are specified ;
(2) Request for approval as meant in the aforesaid paragraph can de submitted directly to the Director.
(Translation of the Head of Legal Bureau of the Trade Ministry).
Licence of permit shall be revoked by the Director in the event of and immediately after the relevant company, according to his opinion, has wound up (its business).
Licence or permit shall be revoked by the Director :
If a company, as meant in Article 3 paragraph 1:
Against the rejection or revocation of the licence or permit or rejection from approval as contemplated in Article 7, within 3 months as of the receipt of the aforesaid stipulation, appeal is possible to be filed to the Governor General.
(1) For implementation of provisions of this chapter or (implementation) of provisions based on the aforesaid provisions, then, persons (officers) as contemplated in Article 16 may enter (to inspect) the field and buildings of the company.
(2) If they are rejected, if necessary the can enter with assistance of state apparatus.
Anyone who, in his/her position or duties, deals with the implementation of provisions of the aforesaid provisions or concern with that, is prohibited to disclose further any matters that are necessary to implement the aforesaid provisions.
(1) Entrepreneur who:
(2) Buildings, machineries, and tools that are used to conduct such a criminal action can be confiscated.
(3) Actions that are prohibited under paragraph 1 shall bee deemed as crimes.
(4) If the criminal action is committed by a legal entity, then litigation is filed by and punishment is awarded to the management members who are in Indonesia or if they are absent, the same shall be conducted to the representative of the entity or to the leader or proxy of the company.
(5) Matters stipulated in the aforesaid paragraph are also applied to legal entities that act as caretaker or representative of another legal entity.
(1) Anyone who intentionally divulges a secret that is trusted to him/her under Article 13, shall be punished with imprisonment of six months in maximum or fine of maximally six hundred rupiah.
(2) Anyone who due to his/her negligence, disclose such a secret, shall be punished with imprisonment of three months in maximum or fine of maximally five thousand rupiah.
(3) Litigation shall not be made unless upon complaint of one whose secret has been divulged.
(4) Actions that are threatened with punishment under this Article shall bee deemed as crimes.
Investigation on actions that are threatened with punishment under Article 14, in addition to being charged to the officers who are commonly in charge of investigation of criminal action, is also charged to the employees or officials who will be appointed by virtue of Government regulation.
Entrepreneurs for themselves, their heirs or entitled persons shall be deemed have chosen their domicile in Java and Madura regions in the office of Regency Head and further domiciled in the office of Regional Head where their company are established, for themselves in relation with the purpose of Chapter 1 of this law and implementing provisions based on this law.
In this Article, in practice, now it must be interpreted that companies of heirs or entitled persons choose their domicile in local district court in the jurisdiction his domicile throughout Indonesia.
For every company branch, to which the aforesaid regulations are applicable, one or more expert committee(s) shall be established, who gives advices on such a stipulation to the Director, the matters of which will be regulated with a Government regulation.
(1) Top management of legal entities who are appointed based on Articles 119 trough 123 of the Indischestaatsregeling, shall also give assistance for implementation of the aforesaid regulations in accordance with procedures as stipulated with Government regulations.
(2) Reimbursement by the state for extraordinary expenses to the legal entities as meant in the first paragraph in giving its assistance is regulated by a Government regulation.
With or based on Government Regulation, further regulations concerning how to implement the aforesaid provisions will be stipulated, together with the stipulations on amount to be entered into the expenditure budget of relevant agency in order to implement the aforesaid provisions.
Implementing Regulations and Financial Provisions.
This Article provides for expenditure budget of relevant agency in implementing this law and the implementing regulations thereof are regulated if necessary in such a way, because this implementation will increase costs of the relevant agencies. This Article is as a legal basis for the increase of expenditure budget of the relevant agencies in implementing this law.
A government regulation can prohibit establishment or expansion of a company exceeding the stipulated extent for the company that engages for public interest including company branches that are appointed by that regulation.
On the terms in this chapter on "establishing a company" "winding up a company", "Extent of the company", Director and Entrepreneur is defined the same as in the provisions on matters as referred to in Chapter I.
A Government Regulation as meant in Article 18 a, will not be stipulated until advice from the Company Limitation Board is given.
Articles 13 and 15 shall receive the same treatment in implementing provisions of this chapter.
1. This law can be referred to as:
"Law on Company Distribution 1934"
2. This law shall come to effect one day after promulgation.
Provisions in Article 3, paragraph 1 of this Law are not applicable to the company if the company, within the period as stipulated in that Article, has applied for licence pending the decision on that application.
Decision this 2 February 1938 No. 13 (Statute Book No. 86).
Provision in the transitional provisions is aimed to companies that have been established when this Law is issued.
Therefore, according to Article 2 paragraph 1, the companies that are subjected to this Law are obliged to posses a licence (permit) to operate the company, and it must be applied in good faith within three months.
If within such a three months period, there has been no decision on such an application, then provision in Article 3 paragraph 1 of this Law is not required until a decision is made, meaning the company can operate continuously until decision on its permit is made
Acknowledged by
INCUMBENT GENERAL SECRETARY,
sgd.
J. RAMAER