Doctrine of Non Expropriation as Legal Protection Solutions for Minority Shareholders in Merger Limited Liability Company

One way in which the company and has been the trend lately, both domestic and abroad to strengthen the company financially is the merger (amalgamation). Merger activity can affect unprotected minority shareholders should adjust the Limited Liability Company Law and Goverment Regulation Act provides legal protection for minority shareholders in the merger. The results of this study indicate that the implementation of the merger under the purchase method often harm the rights of minority shareholders. Legal merger, in this case the Goverment Regulation No.27 of 1998 on Merger, Consolidation and Acquisition Company Limited has determined that Article 4 (4) stipulated that the exercise will not stop the implementation of the merger. The law became less protection, while the law is the main entrance creates legal protection. Like wise matter of legal protection for minority shareholders in the merger. The principle of majority rule as one of the pillars of the Company Law, which, if the principle of majority rule is applied can fundamentally potential occurrence of abuse of power that led to the minority shareholders are not powerless in the face of the authority of the majority shareholder. The legal protection of minority shareholders in this case is done by introducing a special vote principle, namely the principle of the silent majority and super majority.