CAPITAL RULE · 2026
Minimum paid up capital PT PMA 2026
The minimum is a legal starting point; the proof of funding and permitted use make it workable.
Under BKPM Regulation 5/2025, the general minimum issued and paid-up capital for an Indonesian PT PMA is IDR 2.5 billion per company in 2026, unless another applicable rule requires more. The broader foreign-investment plan generally exceeds IDR 10 billion by relevant five-digit KBLI and project location, with stated exceptions. Paid-up capital is shareholder equity belonging to the company. Neither amount is a government registration fee or an agent deposit.
A founder should confirm the activity and sector first, then make the deed, shareholder subscription, funding evidence, accounting and OSS project record consistent. Do not treat the general minimum as a promise that a bank, regulator or first-year operating budget will accept an underfunded plan.
Key takeaways
- IDR 2.5 billion is the general issued and paid-up PT PMA company-level floor; sector rules may override it.
- The generally greater-than-IDR-10-billion project investment plan answers a different question.
- Capital is company equity and needs a traceable subscription and accounting trail.
- The rules on retaining and using paid-up funds require records of legitimate company purposes.
Read the general floor and its exceptions
The operative starting source is BKPM Regulation 5/2025 , effective from 2 October 2025. Its capital and investment provisions should be applied to the actual company, KBLI and site. IDR 2.5 billion is generally the minimum issued and paid-up capital per PT PMA; other laws or sector rules can set higher figures. Check the rule again at filing because a regulated business can have an additional capital, equity, solvency or guarantee test.
The threshold is not a special one for Singapore, China or Europe. Foreign ownership eligibility, activity and corporate form matter. A representative office or a domestic PT is not automatically subject to the same PT PMA analysis; selecting the wrong vehicle to avoid capital can make the intended local contracts or revenue impossible.
The amount named as authorised capital in a deed is a separate corporate-law concept. A higher authorised number does not by itself prove that the required shares have been subscribed and paid. Ask the notary to distinguish the three fields in the final deed.
Check whether the baseline applies
Send the KBLI, sector and proposed site to identify any higher capital condition.
Keep the investment plan off the fee invoice
The generally applicable planned investment for foreign projects exceeds IDR 10 billion for each relevant five-digit KBLI and project location, subject to listed exceptions. That plan describes expected project spending and scale, not money that must be wired to a consultant before incorporation. Land and buildings, business lines and location can change how a particular plan is measured; do not multiply or aggregate amounts mechanically without checking the current regulatory provision.
| Item | Where it belongs | Question it answers |
|---|---|---|
| Issued / paid-up capital | Deed, shareholders and equity ledger | How much company equity is subscribed and paid? |
| Project investment plan | OSS project and activity record | How large is the actual business project? |
| Professional / official fees | Provider and government invoices | What was paid to form or support the company? |
| Operating cash | Bank and forecast | Can the company fund its first year? |
A proposal that calls IDR 10 billion a “minimum registration payment” confuses two regulatory questions. Ask for the exact article, project basis and payee before transferring funds. The investment-versus-paid-up-capital comparison covers common budgeting mistakes.
Prove the shares were funded
A defensible file begins with each shareholder’s identity and subscription decision, the number and value of shares, and the funding source. The notary deed, corporate register, bank entry and accounting ledger should then point to the same equity transaction. Corporate investors need their own authorising resolutions and ultimate-owner records. Individual investors need identity and source-of-funds evidence appropriate to the bank and notary.
The Indonesian company account may be opened after the legal entity has been established, so timing of the actual transfer and the supporting pre-incorporation record must be planned with the notary, bank and accountant. Do not claim that an agency’s receipt proves paid-up capital. If money crosses currencies, keep the transfer instruction, bank advice, conversion evidence and accounting reconciliation.
The funding file should tell a credible business story. A company planning expensive equipment or a large regulated operation may need more than the legal minimum even when the minimum is technically permitted. An unrealistically low figure can create problems with a licence, loan, contract or bank KYC later.
Reconcile the equity evidence
Match shareholder approval, deed, transfer and ledger before filing or funding.
Use capital with an auditable purpose
The 2025 investment rules contain a restriction on removing paid-up capital from the company account in an initial twelve-month period, alongside exceptions for legitimate asset purchases, development or business operations. This is not an instruction to leave the company unable to pay ordinary business expenses. It is a reason to retain invoices, contracts, approvals, bank evidence and an accounting trail demonstrating each qualifying use. Ask for transaction-specific advice if a payment looks like a shareholder withdrawal.
A dividend, shareholder loan, capital reduction and ordinary operating payment are different events. Do not relabel one as another to satisfy a bank inquiry. A director should approve expenditure according to company authority, and the accountant should record it consistently with the tax and LKPM filings. This evidential work becomes more important when money is sent from an overseas parent and then quickly spent.
If a founder proposes paying capital to a promoter for safekeeping, require a clear legal explanation of payee, beneficial owner and return path. The safer workflow is to make the equity and company bank records match the real transaction.
Decide when the general minimum is insufficient
Check three possible reasons to exceed the general floor: an express sector capital or financial requirement, a credible project budget that needs more shareholder funding, or third-party requirements such as bank, premises or procurement covenants. The first is a legal question; the second a business funding decision; the third an institution or contract condition. Put them on separate lines rather than calling all three “the statutory minimum.”
Test the first transaction. What will the company sell, hire, import or build, and what licence and site must exist before that event? If the available equity cannot support the business plan, revise the funding decision before signing. If a regulated sector may impose a higher threshold, stop and obtain that sector rule rather than giving a generic IDR 2.5 billion assurance.
The Indonesia company registration service overview can frame entity, licensing and compliance work around this capital decision. Approve a number only after the KBLI, site, sector rule, deed and source-of-funds route have been reconciled.
Approve a usable funding plan
We can separate the legal minimum, project scale and first-year operating cash.
Frequently asked questions
Is IDR 2.5 billion the minimum in every industry?
It is a general PT PMA company-level floor under BKPM Regulation 5/2025. Check higher sector rules and specific project exceptions.
Does the IDR 10 billion investment plan have to be paid at once?
Do not confuse project investment value with paid-up company equity. The project plan has its own regulatory basis and reporting treatment.
Can paid-up capital pay business expenses?
The regulation has restrictions and recognised business-use exceptions. Keep purpose, approval and accounting evidence for each payment.
Is paid-up capital a government or adviser fee?
No. It belongs to the company as shareholder equity. Official charges and professional invoices should be shown separately.
