Ada Pertanyaan? Hubungi Kami 
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Ada Pertanyaan? Hubungi Kami Marcell Sihombing, Kartini L. Makmur
The role of notaries is becoming increasingly significant in the current free-market economic era. This is especially true within the area of corporate law, due to the fact that most corporate business activities and cross-border transactions require the involvement of a notary.
“The introduction of pro-investment regulations and tax-amnesty policies are predicted to boost Indonesia’s investment climate and, as a result, notaries will have more frequent interactions with foreign lawyers and investors,” claimed notary Aulia Taufani in an address made during a monthly discussion event which was held by the Indonesian Corporate Counsel Association (ICCA) in Jakarta on Friday, 22 July 2016.
During the event, Mr. Taufani addressed several of the challenges which will have to be faced by Indonesian notaries in the near future. By way of example, Mr. Taufani revealed that the notary profession will be exposed to the many differences which exist between Indonesia’s legal system and those of other countries. Taufani asserted that notaries have a broad range of duties and responsibilities in civil-law countries such as Indonesia, due to the fact that the profession also encompasses elements which are normally delegated to corporate lawyers in common-law countries.
“This is especially true in the area of corporate law. Indeed, in Indonesia all stages of company establishment, from the drawing up of article-of-association deeds to processes which relate to general shareholders’ meetings require the involvement of a notary. On the other hand, in common law countries, notaries have little to no role to play in these areas,” Mr. Taufani asserted.
Mr. Taufani emphasized that Indonesian notaries must improve both their capacity and competency, and must be able to demonstrate that they are the professional equals of corporate counsels from other countries. With this end in mind, Indonesian notaries must possess the ability to verify whether a foreign lawyer or investor’s notarial business conforms with Indonesia’s prevailing laws and regulations.
Another challenge which must be dealt with by notaries is the establishment of the government’s online system. According to Aryanti Artisari, another notary, Ministry of Law and Human Rights Regulation No. 1 of 2016 stipulates that all processes relating to the notary profession which are carried out at the Ministry of Law and Human Rights (Ministry), be it the incorporation of limited-liability companies, notifications regarding the formulation of articles of association, or any amendments which are made to a company’s general information and so forth, should now be undertaken via the abovementioned online system.
“Nowadays, everything can be carried out online, so there’s no need to be physically present at the Ministry office anymore,” asserted Mrs. Aryanti.
Mrs. Aryanti firmly believes that the introduction of an online system also transforms the profession of notary into one which is increasingly strategic. This is due to the fact that all data input provided by notaries now no longer has to be verified through a consultation process undertaken with the Ministry’s correction officers. It is thus vital then that notaries are able to determine what can and cannot be incorporated into a notarial deed.
“It could be said that notaries were previously ‘spoiled’ by the correction officers, because they could initiate a consultation process in order to discuss any troubling matters first. Now however, notaries are required to review an applicant’s demands themselves based upon the prevailing laws and regulations. For example, common practice dictates that any foreign direct investment is usually based upon a joint-venture agreement, especially as it applies to the local partner. Thus, the notary in question will be solely responsible for determining which matters either can or cannot be incorporated into a notarial deed,” Mrs. Aryanti asserted.
Mrs. Aryanti further claimed that notaries who have no experience of foreign direct-investment transactions could ultimately refuse clients requests for this type of notarial deed, on the basis that the standard formatting has not been adhered to. On the other hand, some notaries may well decide to incorporate all of their client’s demands into a deed, despite possible severe consequences arising in the future as a result. This is because it is a well-known fact that improper articles can lead to severe conflicts emerging at a later date.
“And clearly the first to take the blame will be the notaries, due to the fact that the Ministry has already posted an official disclaimer statement via its online system,” Mrs. Aryanti emphasized.
Mrs. Aryanti further revealed that the Ministry had no authority to either rectify or amend any inputs made by notaries. Thus, any mistakes which are made are ultimately the sole responsibility of the notary responsible for the filing of the information in question. The only solution to any such problem is to implement a deed-amendment procedure.
“An example of a simple problem which may arise involves the transfer of share ownership. If a notary has already registered a transfer of ownership with the Ministry but the transaction itself hasn't been carried out properly, then disputes may arise at a later date. Subsequently, there may be parties who raise objections to the notary report,” Mrs. Aryanti concluded.
(hs/sp)
Marcell Sihombing, Kartini L. Makmur
The role of notaries is becoming increasingly significant in the current free-market economic era. This is especially true within the area of corporate law, due to the fact that most corporate business activities and cross-border transactions require the involvement of a notary.
“The introduction of pro-investment regulations and tax-amnesty policies are predicted to boost Indonesia’s investment climate and, as a result, notaries will have more frequent interactions with foreign lawyers and investors,” claimed notary Aulia Taufani in an address made during a monthly discussion event which was held by the Indonesian Corporate Counsel Association (ICCA) in Jakarta on Friday, 22 July 2016.
During the event, Mr. Taufani addressed several of the challenges which will have to be faced by Indonesian notaries in the near future. By way of example, Mr. Taufani revealed that the notary profession will be exposed to the many differences which exist between Indonesia’s legal system and those of other countries. Taufani asserted that notaries have a broad range of duties and responsibilities in civil-law countries such as Indonesia, due to the fact that the profession also encompasses elements which are normally delegated to corporate lawyers in common-law countries.
“This is especially true in the area of corporate law. Indeed, in Indonesia all stages of company establishment, from the drawing up of article-of-association deeds to processes which relate to general shareholders’ meetings require the involvement of a notary. On the other hand, in common law countries, notaries have little to no role to play in these areas,” Mr. Taufani asserted.
Mr. Taufani emphasized that Indonesian notaries must improve both their capacity and competency, and must be able to demonstrate that they are the professional equals of corporate counsels from other countries. With this end in mind, Indonesian notaries must possess the ability to verify whether a foreign lawyer or investor’s notarial business conforms with Indonesia’s prevailing laws and regulations.
Another challenge which must be dealt with by notaries is the establishment of the government’s online system. According to Aryanti Artisari, another notary, Ministry of Law and Human Rights Regulation No. 1 of 2016 stipulates that all processes relating to the notary profession which are carried out at the Ministry of Law and Human Rights (Ministry), be it the incorporation of limited-liability companies, notifications regarding the formulation of articles of association, or any amendments which are made to a company’s general information and so forth, should now be undertaken via the abovementioned online system.
“Nowadays, everything can be carried out online, so there’s no need to be physically present at the Ministry office anymore,” asserted Mrs. Aryanti.
Mrs. Aryanti firmly believes that the introduction of an online system also transforms the profession of notary into one which is increasingly strategic. This is due to the fact that all data input provided by notaries now no longer has to be verified through a consultation process undertaken with the Ministry’s correction officers. It is thus vital then that notaries are able to determine what can and cannot be incorporated into a notarial deed.
“It could be said that notaries were previously ‘spoiled’ by the correction officers, because they could initiate a consultation process in order to discuss any troubling matters first. Now however, notaries are required to review an applicant’s demands themselves based upon the prevailing laws and regulations. For example, common practice dictates that any foreign direct investment is usually based upon a joint-venture agreement, especially as it applies to the local partner. Thus, the notary in question will be solely responsible for determining which matters either can or cannot be incorporated into a notarial deed,” Mrs. Aryanti asserted.
Mrs. Aryanti further claimed that notaries who have no experience of foreign direct-investment transactions could ultimately refuse clients requests for this type of notarial deed, on the basis that the standard formatting has not been adhered to. On the other hand, some notaries may well decide to incorporate all of their client’s demands into a deed, despite possible severe consequences arising in the future as a result. This is because it is a well-known fact that improper articles can lead to severe conflicts emerging at a later date.
“And clearly the first to take the blame will be the notaries, due to the fact that the Ministry has already posted an official disclaimer statement via its online system,” Mrs. Aryanti emphasized.
Mrs. Aryanti further revealed that the Ministry had no authority to either rectify or amend any inputs made by notaries. Thus, any mistakes which are made are ultimately the sole responsibility of the notary responsible for the filing of the information in question. The only solution to any such problem is to implement a deed-amendment procedure.
“An example of a simple problem which may arise involves the transfer of share ownership. If a notary has already registered a transfer of ownership with the Ministry but the transaction itself hasn't been carried out properly, then disputes may arise at a later date. Subsequently, there may be parties who raise objections to the notary report,” Mrs. Aryanti concluded.
(hs/sp)