2026 CHECKLIST
PT PMA Requirements in Indonesia: 2026 Checklist
A decision-led brief on the 2026 shareholder, governance, capital, address, and license checklist, built for foreign investors who need a controlled path from filing to lawful operations.
Foreign investors should complete the PT PMA requirement set before the notarial deed is finalized because ownership, documents, governance, capital, address, and licensing inputs depend on one another. A passport or corporate certificate is only one part of the file; the company also needs a defensible activity description, KBLI mapping, shareholder authority, board design, Indonesian address, investment data, and a path through OSS risk-based licensing. Requirements can change with sector and location. For the 2026 shareholder, governance, capital, address, and license checklist, a controlled checklist prevents an incorporated company from carrying inconsistent or unusable data. Learn more about the core Indonesia company registration service before selecting a filing scope.
Key takeaways
- Use one controlled data set for shareholder, governance, capital, address, and license inputs.
- Choose the entity, KBLI, ownership model, and location before finalizing the deed.
- Treat AHU incorporation, OSS licensing, tax readiness, banking, and immigration as separate evidence gates.
- Keep investment value and paid-up capital separate from provider fees and recurring operating costs.
Build an accepted shareholder and authority file
The filing team needs usable evidence for each shareholder, authorized signer, director, commissioner, address, and declared business activity. Foreign individuals typically provide passport and contact data, while foreign corporate shareholders need constitutional and authority records that identify the entity and the person empowered to sign. The accepting notary should confirm the exact document, legalization, apostille, translation, and validity requirements.
Build a document register with issuer, document date, expiry or freshness rule, language, certification route, signatory, original location, and accepting institution. Indonesian company formation is processed through notarial and AHU business-entity services workflows, so a scan that looks complete to a provider may still require a different form or supporting authority. Resolve discrepancies in names, addresses, dates, and ownership before execution.
Document readiness
Identity
Passports and consistent personal data
Action: Resolve spelling and expiry issues
Corporate authority
Charter, registry proof, and signer mandate
Action: Confirm the shareholder can subscribe
Execution
POA, legalization, and translation path
Action: Obtain notarial acceptance before signing
Design lawful ownership, board roles, and signing authority
The governance file should identify shareholders, subscription amounts, directors, commissioners, authorized signers, reserved decisions, and beneficial owners. Under the Indonesian Company Law, a conventional PT is established by two or more persons subject to statutory exceptions, and its organs include the shareholders' meeting, board of directors, and board of commissioners. PT PMA planning should use the conventional corporate framework unless qualified Indonesian advice confirms another route.
Check the current consolidated effect of the Indonesian Company Law and sector rules with the notary. Foreign directors or commissioners can raise immigration, employment, tax-residency, bank-presence, and practical signing questions even where corporate eligibility is available. Define who can bind the company, open and operate accounts, approve payments, sign tax filings, and respond to authorities before the deed is executed.
Governance controls
Ownership
Subscribers, shares, and beneficial owners Verify authority and funding
Management
Directors, commissioners, and duties Check eligibility and practical presence
Authority
Reserved matters and signing limits Adopt resolutions and controls
Reconcile investment value, paid-up capital, and cash
Investment value, paid-up capital, and operating cash are separate concepts and should appear as separate lines in the funding plan. Under the current PT PMA baseline, minimum total investment is generally more than IDR 10 billion outside land and buildings per five-digit KBLI per project location, subject to stated sector and activity exceptions. Minimum issued and paid-up capital is IDR 2.5 billion per PT unless another rule requires more.
These current figures and exceptions appear in Articles 26 and 27 of BKPM Regulation 5 of 2025 . The regulation also restricts moving paid-up capital out of the company account for at least 12 months, except for asset purchases, building construction, or company operations. The action is to document the deposit, shareholder entitlement, accounting classification, permitted use, bank trail, and LKPM reconciliation rather than paying capital to an agent as a fee.
| Capital reconciliation | Evidence | Control action |
|---|---|---|
| Investment plan | OSS value by applicable activity and location | Budget the full project |
| Paid-up capital | Deed, subscription, deposit, and ownership | Fund and record shareholder equity |
| Use of funds | Invoices, payroll, assets, and operations | Preserve an auditable company trail |
Validate the registered address and operating premises
The registered address must be genuine, usable for official correspondence, and supported by the documents required for the entity, tax, licensing, and bank workstreams. The operating site must also fit the actual activity, zoning or spatial position, building use, landlord rights, environmental needs, and sector standards. These two locations can raise different evidence questions.
Do not select an address solely because it is inexpensive or advertised as accepted for registration. Review zoning, occupancy, mail handling, license, tax, and bank requirements, and keep the lease or service agreement, location identifiers, and renewal plan. If a virtual office is used, test whether the activity and each institution will accept it before the address is entered in corporate records.
Address validation
Registered office
Correspondence and corporate evidence
Action: Confirm official acceptance
Operating site
Zoning, building, environmental, and sector fit
Action: Test the actual activity
Continuity
Lease term, renewal, mail, and record access
Action: Avoid address failure after filing
Test the company before its first commercial transaction
Legal incorporation is only one readiness state. The company may still need verified OSS outputs, sector or supporting permits, tax access, PKP analysis, accounting and invoice controls, payroll arrangements, a bank account, premises evidence, and recurring reporting ownership before it can execute the planned transaction. Each state should be independently evidenced.
Use DGT registration guidance for the tax registration workstream and Government Regulation 28 of 2025 for the licensing baseline. Build a first-transaction test covering authority, contract, invoice, tax, payment, license, delivery, accounting entry, and reporting. Do not let a certificate date become the commercial launch date unless every required control passes.
Readiness gates
Incorporated
Deed and AHU legal-entity approval Entity legally exists
Licensed and tax-ready
Applicable OSS and tax outputs Activity can proceed under conditions
Operational
Bank, people, premises, controls, and reporting First transaction can be executed
Sign off the PT PMA checklist before the notarial deed is finalized
The decision for PT PMA Requirements in Indonesia: 2026 Checklist should be approved only when the company structure, ownership position, documents, governance, capital, address, licensing, tax, banking, and responsible owners are consistent. If one of those facts remains conditional, record it as a pre-filing or pre-operation gate instead of hiding it inside a broad provider promise.
The board or founders should sign a short mandate naming the chosen route, approved source data, budget, payment limits, acceptance evidence, unresolved conditions, and first lawful transaction. That mandate gives the notary and providers clear instructions while preserving investor control over changes. Recheck current official rules immediately before filing because sector, OSS, tax, banking, and immigration requirements can change.
Frequently asked questions
Which foreign shareholder documents are required?
The exact list depends on whether the shareholder is an individual or company, the document country, signatory authority, notarial acceptance, and applicable certification or translation rules. Confirm the list before execution.
Does every PT PMA use the same capital and license requirements?
No. The baseline investment and paid-up capital rules have exceptions, and sector rules may require more. OSS outputs also vary by KBLI, scale, location, and risk level.
Does company registration alone allow the business to start operating?
Not always. Legal-entity approval and an NIB are important outputs, but the activity may still require a verified Standard Certificate, a license, supporting PB UMKU, premises evidence, tax activation, or another sector condition. Read the status and obligations attached to the exact KBLI before the first commercial transaction.
Is paid-up capital the same as a registration fee?
No. Paid-up capital belongs to the company as shareholder equity and must be documented and used consistently with current rules. Provider fees, official charges, translations, address costs, and operating expenses are separate. Never transfer a capital amount to an agent merely because an invoice calls it a setup fee.
Can a provider guarantee OSS, bank, or visa approval?
No provider controls an authority, bank, or Immigration decision. A responsible provider can prepare, submit, monitor, correct, and evidence an application, but the contract should not promise guaranteed approval. Ask for the assumptions, acceptance documents, correction process, and escalation route.
Official references
- BKPM Regulation 5 of 2025 — OSS licensing and PMA capital rules
- Government Regulation 28 of 2025 — risk-based business licensing
- Presidential Regulation 49 of 2021 — investment business fields
- AHU business-entity services — corporate registration system
- Directorate General of Taxes — registration guidance