Advisor-reviewed filing checklist

Do not file until the company facts agree

Foreign founders can set up an Indonesian PT PMA when the chosen business activity is open to foreign investment and the filing is supported by at least two shareholders, at least one director, at least one commissioner, a usable registered address, a defensible capital plan and the correct licensing path. Under current mainstream rules, the minimum placed and paid-up capital is IDR 2.5 billion per company, while the planned investment value is generally more than IDR 10 billion outside land and buildings for each relevant five-digit KBLI and project location, with sector-specific calculation rules and exceptions.

A clean legal setup often reaches incorporation, NIB and basic tax registration in roughly two to four weeks. A realistic launch plan is usually four to eight weeks once bank onboarding, tax activation and operational licenses are included; regulated, import, manufacturing, F&B or document-heavy cases may need eight to sixteen weeks or longer. Typical market setup fees often fall around IDR 25–75 million, excluding paid-up capital, office costs and sector permits. The largest risk is not a missing form. It is a mismatch between what the deed says, what the bank sees, what OSS licenses and how the company will actually earn money.

Ready to file

Ownership, KBLI, address, capital, authority and documents describe the same operating plan.

Check first

The company will invoice locally, hire, import, apply for visas or use a regulated commercial location.

Do not file

A local nominee controls shares, the activity is unclear, the office is unsuitable or the funding trail cannot be explained.

Regulatory scope: sector restrictions, regional rules, OSS risk levels and bank policy can change what must be prepared. Incorporation never guarantees account approval, VAT status, a sector permit or a visa.

Confirm every minimum filing condition

These are the facts investors should settle before paying a notary or approving a deed draft. One unclear item usually reappears later as a bank question, an OSS correction, a tax activation issue or an expensive amendment.

Foreign ownership and KBLI

Requirement area: Ownership eligibility and business classification

Minimum / required standard: Every revenue activity must map to a valid KBLI and its permitted foreign ownership level.

Who must satisfy it: The company and every direct or indirect foreign investor.

Required document or proof: Activity description, products or services, customer flow, location and proposed KBLI list.

Must be ready before filing? Yes.

Impact if missing or wrong: Ownership breach, unusable NIB, license amendment or inability to invoice the planned activity.

Shareholders and control

Requirement area: Legal ownership and beneficial control

Minimum / required standard: At least two shareholders, which may be eligible individuals or legal entities.

Who must satisfy it: All shareholders and disclosed beneficial owners.

Required document or proof: Passports or corporate records, ownership chart, share allocation, beneficial-owner data and signing approval.

Must be ready before filing? Yes.

Impact if missing or wrong: Deed correction, bank KYC escalation, shareholder dispute or nominee-control exposure.

Director and commissioner

Requirement area: Management and supervision

Minimum / required standard: At least one director and one commissioner with clearly separated authority.

Who must satisfy it: The appointed individuals and the shareholders approving them.

Required document or proof: Identity documents, contact details, role acceptance, specimen signatures and authority clauses.

Must be ready before filing? Yes.

Impact if missing or wrong: Signing uncertainty, account opening delay, tax access problems or visa-role conflict.

Capital and investment plan

Requirement area: PMA capitalization

Minimum / required standard: At least IDR 2.5 billion placed and paid up per PT; generally more than IDR 10 billion planned investment under the applicable KBLI and location calculation.

Who must satisfy it: The company and subscribing shareholders.

Required document or proof: Share subscription, capitalization clause, investment allocation and a traceable funding plan.

Must be ready before filing? The figures and funding route must be settled; account evidence follows the legal setup sequence.

Impact if missing or wrong: OSS validation issue, implausible business scale, banking concern or capital restructuring.

Registered address

Requirement area: Legal domicile and operating location

Minimum / required standard: A legitimate address compatible with zoning, the KBLI, correspondence and any inspection needs.

Who must satisfy it: The company and the premises provider or landlord.

Required document or proof: Lease or service agreement, building details, address confirmation and supporting premises records.

Must be ready before filing? Yes.

Impact if missing or wrong: Tax-office mismatch, rejected account file, license restriction or failed inspection.

Licenses and operating evidence

Requirement area: OSS risk level and post-registration readiness

Minimum / required standard: NIB plus any standard certificate, permit, sector approval or supporting business license triggered by the activity.

Who must satisfy it: The company before regulated operations begin.

Required document or proof: Activity narrative, premises data, technical documents, product or facility information and responsible-person details.

Must be ready before filing? The path must be mapped; some approvals can only be completed after incorporation.

Impact if missing or wrong: The company exists but cannot lawfully sell, import, hire, open, produce or fulfil customer contracts.

A fuller comparison of the current shareholder, director, capital, address and licensing points is available in our PT PMA filing requirements review. Before filing, decide whether each item is merely available on paper or genuinely usable after incorporation.

If a foreign parent, a complex ownership chain, remote signatories or bank-sensitive funding is involved, this is the point where a pre-filing review can prevent deed amendments and repeated KYC submissions.

Check the filing facts before the deed

A focused review can test ownership, authority, capital, address and KBLI against the company’s real operating plan. Resolve the gaps before documents are signed.

Choose the structure that fits the activity

A PT PMA is usually the right route when the business needs to invoice Indonesian customers, employ staff, hold local contracts, receive local payments or apply for operating licenses. It may be the wrong first move when the objective is only research, liaison, supplier coordination or testing demand without local revenue.

Local revenue and control

PT PMA

Best fit when the entity will trade, contract, hire, receive payments and build a continuing Indonesian operation.

Check: foreign ownership, KBLI, capital, address and sector permits.

No local commercial revenue

Representative office

Can suit limited liaison, promotion, coordination or market-observation functions where the permitted office type matches the intended work.

Check: the office must not quietly perform prohibited sales or revenue activity.

Test through a local route

Distributor or commercial partner

Can reduce immediate setup work, but the partner controls customer access, payment flow and often market data.

Check: termination rights, brand ownership, inventory, receivables and transition to a future PT PMA.

A local shareholder is not automatically required for every PT PMA, and using a nominee simply to appear domestic can create severe control and banking problems. Investors still comparing the route can review the broader Indonesia company setup options before committing to an ownership structure.

Make the company file tell one story

A founder may think the file is complete because every passport and certificate has been collected. Banks and authorities look beyond completeness. They compare names, addresses, ownership, authority, activity, expected payments and the reason money will enter Indonesia.

Individual shareholder

What the filing says

Legal name, nationality, address, shareholding and signature.

What reviewers compare

Passport validity, address consistency, wealth and funding explanation, sanctions screening and ownership logic.

Fix before filing: resolve spelling, address and signature differences.

Corporate shareholder

What the filing says

Corporate name, jurisdiction, authorized signatory, share allocation and parent approval.

What reviewers compare

Incorporation records, current directors, ownership chain, ultimate controllers and resolution authority.

Fix before filing: arrange certification, apostille or legalization and translation where required.

Director and signatory

What the filing says

Who represents the company and whether two signatures or internal approvals are needed.

What reviewers compare

Availability for video or branch verification, tax access, account mandates and commercial authority.

Fix before filing: appoint people who can actually perform the role.

Business and address

What the filing says

Consulting, trading, software, food service, manufacturing or another defined activity at a stated location.

What reviewers compare

Website, contracts, invoices, premises, customers, suppliers and expected transaction pattern.

Fix before filing: rewrite the activity narrative until it matches the real commercial flow.

Foreign individual and corporate shareholders can use the detailed document preparation list for foreign shareholders to organize identity, corporate authority and ownership records before notarization.

The bankable company file

Prepare the account narrative before incorporation: who owns the company, who sends the capital, what customers pay for, expected countries and currencies, why the Indonesian entity is needed, and who controls transactions. A bank may ask for contracts, website evidence, customer or supplier context, the origin of funds and explanations for remote management. Review common PT PMA bank KYC mistakes before the account application becomes the critical path.

Budget from filing to the first usable account

A low incorporation quote can look complete until the company needs a compatible address, translated parent documents, tax configuration, bank support or a license amendment. Compare the cost of becoming operational, not the price of producing a deed.

 
Official capital position

IDR 2.5 billion minimum

Placed and paid-up capital per PT, unless another rule applies. The broader planned investment is generally more than IDR 10 billion under the relevant KBLI and location calculation.

Capital is not the professional setup fee. The paid-up amount is generally expected to remain in the company account for at least 12 months, except when used for permitted asset purchases, building work or business operations, so plan the banking route before filing.

 
One-time setup market range

IDR 25–75 million

A typical straightforward scope may include structure review, notarial incorporation, basic OSS and tax setup, document coordination and initial account support.

Complex corporate shareholders, multiple activities, legalization, special permits or urgent work may raise the total to IDR 75–200 million or more.

 
Recurring operating base

IDR 2.5–15 million monthly

Typical accounting and tax support varies with transaction volume, payroll, VAT status, withholding duties, reporting complexity and management needs.

A registered address commonly adds about IDR 8–30 million a year, while a physical office, warehouse or licensed premises can be materially higher.

What low quotes often omit: KBLI review, foreign corporate documents, translation, office renewal, bank follow-up, tax activation, VAT assessment, payroll setup, quarterly investment reporting, sector approvals, visa or work permit work, import readiness and future amendments.

If the proposal is difficult to compare because each provider includes a different scope, pause before filing. A budget review should separate official capital, one-time setup work, annual infrastructure and monthly compliance.

Compare the full filing budget

Check whether the quote includes ownership and KBLI review, documents, address, OSS, tax setup, bank onboarding and post-registration reporting.

The lowest number is rarely the lowest-risk route when missing work delays the first invoice.

Work backward from the real launch date

Do not plan the launch around the incorporation date alone. Plan around the day the company can receive money, issue a compliant invoice, complete required reporting and operate under the correct permission.

Structure and eligibility review — 2 to 5 business days

Confirm entity type, ownership, KBLI, capital, address and license sequence. This can run in parallel with shareholder KYC collection. Delay begins when the activity description is too broad or the chosen structure cannot legally earn the intended revenue.

Document preparation — 3 to 15 business days

Collect identity and corporate records, resolutions, signatures, address evidence and power-of-attorney documents. Corporate shareholders and remote signing often take longer because authority, certification and translation must align.

Deed, legal approval and company records — 5 to 10 business days

Finalize the deed, signatures, shareholder data, management and capitalization, then complete the legal approval process. This stage must wait until the core facts are settled; correcting ownership or authority afterward can reset parts of the work.

OSS, NIB and tax activation — 2 to 10 business days

Enter the approved company data into the operating systems, obtain the NIB and activate the relevant tax administration. Activity, address or system-data mismatches can delay what appears to be a simple digital step.

Bank onboarding — 2 to 6 weeks

Submit the legal documents, beneficial-owner information, business evidence, funding explanation and account mandate. Banks set their own risk appetite, may require director participation and may ask several rounds of questions.

Sector permits and launch setup — 2 to 12 weeks or longer

Complete standard certificates, technical approvals, import or product work, employee arrangements, visa applications, marketplace onboarding and the accounting workflow required for the first transaction.

Company registered

The legal entity exists. It may still lack a usable bank account, active tax workflow or operating permission.

Bank, tax and license ready

The company can handle payments, reporting and the permissions required for its planned activity.

Operation ready

Contracts, invoicing, people, premises, suppliers, systems and internal approvals are ready for real business.

Choose the date that controls your plan

For a first invoice, prepare bank evidence and the tax workflow before filing. For a license approval, confirm KBLI, location and technical documents first. For a marketplace launch, confirm entity, account, tax and product requirements. For a first shipment, map import permissions and customs readiness. For an employee start date, settle the role, employment documents, payroll and any immigration dependency. Build a buffer rather than assuming every digital registration happens in sequence without questions.

Fix the problems that appear after incorporation

Many failed setups are legally incorporated. The failure appears when the company tries to use the structure: the bank rejects the narrative, the customer asks for a tax invoice, the premises cannot support the license or the director is unavailable to sign.

Activity mismatch

Mistake: A broad consulting code is used for trading, platform sales or regulated services.

Why it matters: The company may be unable to obtain the right permission or explain incoming payments.

Fix: Map each revenue stream to the exact activity before the deed.

Authority mismatch

Mistake: The named director has no practical access to banking, contracts or tax systems.

Why it matters: Routine approvals become dependent on an unavailable person or informal delegation.

Fix: Define signing limits, backup authority and local execution before appointment.

Address mismatch

Mistake: A serviced office is selected without checking whether the activity needs physical premises or an inspection-ready site.

Why it matters: Tax, bank or license records may not support the stated operation.

Fix: Match the premises to the business and future license before signing.

Funding mismatch

Mistake: Capital is promised by one party but transferred by an unexplained third party.

Why it matters: The account file may not reconcile ownership, capital and transaction origin.

Fix: Document who pays, why they pay and how the entry is recorded.

Tax workflow mismatch

Mistake: Sales begin before invoice, withholding, VAT and reporting responsibilities are assigned.

Why it matters: Customer payments can create immediate filing and documentation obligations.

Fix: Build the accounting process before the first invoice or payroll run.

Nominee control mismatch

Mistake: A local person holds shares or office only to satisfy a perceived shortcut.

Why it matters: Legal title, bank control and commercial ownership may no longer align.

Fix: Use a lawful foreign-owned structure or a genuine partner agreement with clear economics and exit rights.

What must continue after the company exists

The filing checklist should include the first year of obligations, not stop at incorporation. Even a company with little activity needs an owner for every deadline, account and approval.

At activation

Secure system access, confirm tax identity, appoint the accountant, establish the invoice format and create approval controls.

Monthly

Book transactions, review withholding duties, payroll, employee matters and VAT where applicable, then complete required filings.

Quarterly

Review investment realization, operational progress and any required investment activity reporting for the company’s project status.

Annual

Prepare the corporate tax filing, company approvals, license renewals or reviews, address renewal and financial records required by the business.

When something changes

Update ownership, management, address, capital, KBLI, business location or licensing before operating under outdated company data.

The tax path should be designed around the first sale, vendor payment and payroll event. Our Indonesia company tax setup review explains how NPWP, VAT, invoicing and recurring reporting connect after registration.

Approve the setup only when it can operate

The right filing is not simply one that can be submitted. It is one that can survive bank questions, tax activation, license review, customer onboarding and the first year of reporting without changing the company’s core story.

Ownership

Foreign ownership is permitted and beneficial control is transparent.

Activity

Every planned revenue stream has the correct KBLI and permission path.

People

The director, commissioner and signatories can perform their real duties.

Funding

Capital and operating funds have a traceable route and credible purpose.

Premises

The address supports correspondence, tax records, banking and license needs.

Launch

Bank, tax, contracts, invoices, staff and permissions align with the target date.

Convert the checklist into a filing decision

A pre-filing review can connect ownership, documents, capital, address, bank evidence, tax workflow and license timing under one operating plan.

Confirm the gaps before you sign the deed, transfer capital or commit to a launch date.