The Responsibility of the President Director for Breaches of Fiduciary Duty (Case Study of PT Multidaya Teknologi Nusantara)

Abstract

Fiduciary duty constitutes a core principle of corporate governance that obliges directors to exercise their powers in good faith, with loyalty, due care, and in the best interests of the company. This study examines the legal implications of fiduciary duty breaches and the scope of personal liability borne by the president director in the financial statement manipulation case involving PT Multidaya Teknologi Nusantara (eFishery). This research employs a normative legal methodology, combining statutory analysis with a case-based approach. The findings demonstrate that Gibran Huzaifah's falsification of financial statements satisfies the key indicators of fiduciary breach, namely the presence of bad faith, misrepresentation of material financial information, deviation from the duty of loyalty, and failure to exercise due care in managing the company. These factors directly undermine shareholder trust, distort corporate decision-making processes, and create measurable financial harm, thereby activating the application of fiduciary duty principles. In accordance with Article 97(2)–(3) of Law No. 40 of 2007 on Limited Liability Companies, such conduct constitutes both a violation of the duty of loyalty and the duty of care, rendering the president director fully personally liable for resulting losses. Furthermore, Article 1365 of the Indonesian Civil Code provides an additional basis for liability, as the manipulation constitutes an unlawful act causing damage to third parties.