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     2026:7/1

International Journal of Multidisciplinary Evolutionary Research

ISSN: 3051-3502 (Print) | 3051-3510 (Online) | Impact Factor: 8.40 | Open Access

Liability of Notaries for Signature Forgery in Circular Resolutions of Shareholders

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Abstract

A Circular Resolution, as a decision-making mechanism for shareholders outside a General Meeting of Shareholders (GMS), is legally recognized under Article 91 of Law Number 40 of 2007 concerning Limited Liability Companies. This mechanism requires unanimous written consent and the signatures of all shareholders. Legal issues arise when a Circular Resolution, which serves as the basis for a notarial deed, contains forged signatures. This normative legal research aims to analyze the legal validity of Circular Resolutions and the extent of a notary's liability based on relevant laws and regulations. The results indicate that a Circular Resolution is valid as long as it adheres to the principle of unanimous consent and is executed in writing. However, there is a lack of technical regulations regarding signature verification, creating potential for abuse. A notary's responsibility is limited to the formal aspects of the deed; therefore, the notary is not liable for forgeries committed without their involvement or negligence. Nevertheless, a notary may still face administrative, civil, or criminal liability if proven negligent or in breach of the principle of prudence.

How to Cite This Article

I Gede Deevindra Anarghya Priyatnadi, Kurniawan, Eduardus Bayo Sili (2026). Liability of Notaries for Signature Forgery in Circular Resolutions of Shareholders . International Journal of Multidisciplinary Evolutionary Research (IJMER), 7(1), 132-139. DOI: https://doi.org/10.54660/IJMER.2026.7.1.132-139

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