The Principally of the Obligations of Legal Consultant’s as a Capital Market Supporting Profession in the Preparation of Independent Legal Due Diligence

Budi Endarto ,Slamet Suhartono ,Sri Setyadji

doi:10.7176/jlpg/101-02

Abstract

The obligation of a legal consultant as a capital market supporting profession regulated in article 67 of Law Number 8 of 1995 on the Capital Market is “to provide an independent opinion or assessment”. When alignment with the Advocate Law, the formulation of the article contradicts the pricinple of an advocate in providing legal services as stipulated in Article 1 point 2 in Law Number 18 of 2003 on Advocates, that “an advocate takes legal action for the client’s legal interest”. Thus, this contradiction serves as the background of the following problem formulations proposed: (1) The principally of the obligations of legal consultant’s as a capital market supporting profession in the preparation of independent legal due diligence; (2) Legal due diligence as an independent opinion of a legal consultant to provide legal protection for investors. The two problem formulations were analyzed using normative legal research method, a research method to identify legal concepts and principles related to legal regulation in the capital market. After conducting a juridical, theoretical, and philosophical analysis, the findings obtained were: (1) The principally of the obligations of legal consultant’s as a capital market supporting profession in the preparation of independent legal due diligence is manifested through an independent attitude, meaning that it is not controlled, not affiliated, no conflict of interest, and no partial element with service users. (2) Since the legal relationship between the legal consultant and service users is bound by an agreement, the parties have built their respective internal legal protections. Although this legal relationship can be categorized as an internal legal protection effort based on the privity of contract, it must also pay attention to the legislation, customs, and propriety that develop (heteronomous elements). Keywords: Legal Due Diligence, Independent, Internal Legal Protection DOI: 10.7176/JLPG/101-02 Publication date: September 30 th 2020

Highlights

The capital market is indispensable for the development of a country’s economy
This legal relationship can be categorized as an internal legal protection effort based on the privity of contract, it must pay attention to the legislation, customs, and propriety that develop
This is in line with one of the duties and responsibilities of a legal consultant in the capital market, in which “to conduct an assessment and submit a legal opinion regarding the fulfillment of the requirements of an offering, transaction, or investment activity conducted in the financial services sector”

Summary

Introduction

The capital market is indispensable for the development of a country’s economy. It is because the capital market basically carries out two important functions in driving the economy of a country: the economic function and the financial function. 1 Philosophically, the capital market in Indonesia has a very strategic role in national development as a source of financing for the business world and a platform for investment. The capital market is indispensable for the development of a country’s economy It is because the capital market basically carries out two important functions in driving the economy of a country: the economic function and the financial function. 1 Philosophically, the capital market in Indonesia has a very strategic role in national development as a source of financing for the business world and a platform for investment. This means that the capital market aims to support the implementation of national development in order to increase equitable growth and national economic stability towards improving the welfare of the community. Corporate action according to Francis Groven defined as “..corporate action occurs when chages are made to the capital structure of financial position of an issuer of a security that affect any of the securities it has issue.[6]

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