PT PMA Establishment: Full Procedure

PT PMA Establishment

PT PMA (Perseroan Terbatas Penanaman Modal Asing) is a Limited Liability Company with foreign capital. This is the standard legal structure for foreign-owned businesses in Indonesia.

Total time: 14-21 days (name reservation + notary + Kemenkumham approval) Typical total cost: Rp 10-30 million (notary fees + administrative costs)

Capital Requirements

Per BKPM Regulation 5/2025:

• Minimum investment plan: Rp 10 billion (~USD 625K) excluding land and buildings
• Minimum paid-up capital: Rp 2.5 billion (~USD 156K) — must be deposited in the company bank account after incorporation
• Minimum shareholders: 2 (can be 2 individuals, 2 companies, or mixed)
• Minimum directors: 1 (can be foreign)
• Minimum commissioners: 1 (can be foreign)

Step 1 — Name Reservation (1-2 days)

Every Indonesian company needs a unique name approved by Kemenkumham.

1. Work with a notary (you cannot do this directly as a foreigner — notary submits on your behalf).
2. Prepare 3 name choices in order of preference.
3. Names must:

- Start with "PT" prefix

- Be 3+ words (after PT)

- Not conflict with existing names

- Not contain offensive/political terms

- Not mimic government agencies

1. Notary submits via AHU Online. Approval typically same-day.
2. You receive an SKDU (name reservation letter) valid for 60 days.

Tip: Avoid names that sound exactly like existing PTs. Check https://ahu.go.id search before choosing.

Step 2 — Draft Deed of Establishment (3-7 days)

The Akta Pendirian is your company's founding document. Must be prepared by a notary in Indonesian.

Required information:

• Company name (from Step 1)
• Domicile (city where company is based)
• Business purpose (KBLI codes you'll register)
• Authorized capital (typically Rp 10 billion for PT PMA)
• Issued capital (typically 25-100% of authorized)
• Paid-up capital (minimum 25% of issued, typically Rp 2.5B)
• Share structure:

- Total shares

- Nominal value per share

- Allocation per shareholder

• Shareholders (names, nationalities, passport numbers, addresses)
• Directors (names, roles, terms)
• Commissioners (supervisory role)

Documents needed from you:

• Passport copies of all shareholders and directors (certified)
• Passport copies of commissioners
• Any corporate shareholder documents (Certificate of Incorporation, etc.)
• Address proof

Notary will send you the drafted deed in Indonesian (sometimes with English translation) for review before signing.

Step 3 — Sign the Deed (1 day)

All shareholders and the notary must sign the deed.

• In person: Everyone physically at the notary's office (fastest option)
• By proxy (Kuasa): You grant power of attorney to someone in Indonesia to sign on your behalf (if you can't travel)

Notary fees typically include the signing ceremony.

Step 4 — Submit to Kemenkumham (5-14 days)

Notary submits the signed deed to the Ministry of Law (Kemenkumham) via AHU Online.

Kemenkumham reviews:

• Name validity
• Capital structure compliance
• KBLI codes alignment with Perpres 10/2021 (foreign ownership rules)
• Minimum shareholder/director/commissioner requirements

Outcome:

• Approved: You receive SK Kemenkumham (Ministry Decree) — this makes the company legally exist
• Revisions needed: Notary fixes and resubmits (typical reasons: name conflict, KBLI restriction, capital error)

Typical timeline: 5-10 days for straightforward cases, up to 14 for complex cases.

Step 5 — After Company Exists (Required Actions)

Once you have SK Kemenkumham:

1. Company NPWP (Tax ID) — apply at your local KPP tax office (3-5 days, free)
2. NIB via OSS — register on oss.go.id (instant for low-risk, see our NIB guide)
3. Bank account — open with the paid-up capital (see notes below)
4. Domicile letter (SKDU) — from local kelurahan if required in your region
5. BPJS registration — social security (if you have employees)
6. Sector-specific licenses — based on your KBLI codes

Banking

Some Indonesian banks are restrictive with foreign-owned companies. Banks known to accept PT PMAs:

• BCA — generally accepts, requires proper documentation
• Mandiri — accepts, longer processing
• BNI — state-owned, accepts PT PMAs
• CIMB Niaga — foreign bank, often easier for foreigners
• HSBC / Standard Chartered — foreign banks but higher minimum balances

You need: SK Kemenkumham, NIB, NPWP, and passport of signatories.

Typical Total Costs

Common Mistakes

• Choosing KBLI codes that are closed to foreign ownership — verify via our KBLI search before finalizing deed
• Setting authorized capital too low — changing it later requires another deed amendment + Kemenkumham approval (costly)
• Wrong shareholder structure — you must have 2+ shareholders. Single-shareholder PT PMA does not exist.
• Not transferring paid-up capital — legally you must deposit Rp 2.5B minimum paid-up capital in the company account. This is checked during LKPM reporting.

_Source: UU 40/2007 on Limited Liability Companies; BKPM Regulation 5/2025; Perpres 10/2021._