A A limited liability company conducts its business activities through its corporate organs, one of which is the board of directors, which holds the authority to manage and represent the company. in a foreign investment company (pma), the clarity of the status and appointment of directors is crucial as it relates to legal certainty, corporate governance, and state supervision. issues arise when an individual performs the functions of a director in practice without being appointed through the formal mechanism as stipulated in law number 40 of 2007 concerning limited liability companies and the company’s articles of association. this research examines the appointment of members of the board of directors in foreign investment companies under statutory regulations, as well as the legal protection concerning the appointment of directors at pt xxx. this study is normative legal research with a descriptive nature, utilizing secondary data analyzed qualitatively with a deductive method of conclusion. the results indicate that indonesian company law does not recognize the concept of a de facto director. the absence of regulation regarding de facto directors does not constitute a legal vacuum, but rather reflects the formalistic nature of the director appointment system. in the case of pt xxx, an individual who performed the functions of a director without formal appointment did not obtain legal protection as a director due to non-compliance with the limited liability company law and the company’s articles of association.