Lecture Notes: Introduction To Securities

Course : Economic Law Lecture : Indah Credit Hours : 3 Credits Semester Sessions : 3 Semester, 2021/2022 Session Prepared By : Pegyy Dania LECTURE NOTES Introduction to Securities In the dynamics of economic activity, letters are known a statement that includes Securities and Securities Valuable. Although at first glance the two terms are the same However, the two terms have different meanings. Securities have elements such as letters proof of debt claim or proof of rights/receivables, as bearer of rights, can be easily traded, can transferred. Examples of securities include notes, check, promissory note. Meanwhile, Securities are proof of rights but cannot be traded, can only be mortgaged. Example of securities including land certificates, BPKB, notes. Through the discussion in this chapter it is hoped that students will able to identify the types of securities. Definition of Securities There are various definitions of Securities, as follows definition of securities according to some legal experts. a. Molengraaf Securities, namely Deeds or evidence which by law law or custom given a legitimacy to holders to claim their rights or receivables based on the letter. According to him securities and securities are viewed in one group, b. Scheltema Securities are deed that are intentionally made or issued to provide evidence regarding the engagement mentioned in it. The deed included in the letter valuable, namely the deed to the bearer (aan toonder) and the deed to a substitute (aan order). c. Abdul Kadir Muhammad Securities, namely letters that are deliberately issued by the issuer issued as an implementation of the fulfillment of an achievement, in the form of money, but the payment is not made by using currency but using other means of payment. The payment tool is in the form of a letter inside contains an order to a third party or a statement able to pay a sum of money to the holder the letter. With the issuance of securities by the issuer, then the holder is entrusted with the right to obtain payment by showing and submitting the letter to third parties or those who agree. In other words "The holder of the letter has the right to collect a certain amount of money that's in it." Abdul Kadir Muhammad's definition emphasizes letters it functions as a substitute for money. Securities are documents that are issued by the publisher as the fulfillment of an achievement in the form of payment of a sum of money so that it functions as a means of payment which contains an order to pay to the parties holding the letter, both parties securities granted by the issuer or party third party to whom the securities have been transferred. Securities have a different function letter with other letters. Functions of securities that is: 1) as a means of payment (means of exchange), 2) as a means of transferring claim rights (because you can traded), 3) as a letter of legitimacy (proof of claim). There are two legal basis for securities, namely the legal basis of the Book Commercial Law and other legislation. The Commercial Law Code regulates letters securities which include money orders, checks, and letters able. While other securities are regulated in other legislation. These securities are commonly called with securities outside the Book of Laws Trade. Securities outside the Book of Laws Trade contained in the regulations issued by Minister of Finance and Governor of Bank Indonesia. Securities according to the contents of the engagement can be classified into three (3) groups, namely: a. Letters of the nature of Material Law The content of the engagement letter is intended for submission goods. An example of this class is the bill of lading (Bill of Lading). b. Membership Certificate Namely in the form of shares of Limited Liability Company (PT) or other partnerships using the stock system. Engagement embodied or contained in a letter like this in the form of engagement between the partnership and the holders shares (based on the agreement, the shareholders can exercise their right to vote). Example from This class is a share certificate. c. Bill of Debt That is all letters on the appointment or on behalf of the substitute create an engagement. An example of this classification are money orders, checks, promissory notes. Securities in binding the parties involved in its publication has a basis. Basic binding The parties involved in the issuance of securities are: a. Basic theory Namely causa juridical so that a securities have The binding strength is inferred from the four theories as follows: b. Creation Theory Securities binding issuer is due to action the issuer signs the securities. c. Appropriate Theory Issuers of securities are bound and must pay for the letters valuable to whoever holds it. But if the holder securities classified as "improper" then the issuer is not bound to pay for it. The word "proper" means according to the usual way, which is recognized by society and protected by law. d. Covenant Theory Because securities bind the issuer because of the issuer has entered into an agreement with the letter holder The value is the payment agreement. e. Designation Theory Because securities bind the issuer because of the parties the holder of the securities shows the securities to the publisher for payment. f. Basic Engagement The initial issuance of securities will not be separated from the agreement or always preceded by a transaction or deed law between the parties, in other words, there is a basic agreement. The agreement is in the form of an agreement. Letter issuance is a follow-up to the basic engagement. In issuing securities, there are known clauses which can show the way of transition and its legal consequences. The clauses contained in the securities, namely: 1) Clause on bearer or on show (aan toonder) Namely securities whose transfer is sufficient deliver the securities to the holder next. 2) Clause on replacement (aan order) Namely securities that are transferred by means of endorsement. A letter can be categorized as securities namely if the letter meets the general requirements as following: 1) The name of the letter Securities must be given or written the name of the letter the. The letter is called money order or check or letter able, and so on. The naming of this letter must contained in a securities. 2) Unconditional orders or promises 3) The name of the person who has to pay 4) Autumn day 5) Place of payment 6) Name of the person to whom or to the replacement payment must be made 7) Date where the letter was issued 8) The publisher's signature