Company Setup Indonesia

PT PMA – Foreign Investment Company Setup

Complete legal support for setting up a PT PMA (Perseroan Terbatas Penanaman Modal Asing) in Indonesia — from deed of establishment to OSS licensing, handled by a licensed lawyer.

Overview

What Is a PT PMA?

A PT PMA (Perseroan Terbatas Penanaman Modal Asing) is Indonesia's official legal vehicle for foreign investment companies. It is a limited liability company (PT) that is partially or fully owned by foreign nationals or foreign legal entities, registered and regulated under Indonesian Investment Law (Law No. 25 of 2007) and the Company Law (Law No. 40 of 2007).

A PT PMA gives foreign investors the ability to legally own, operate, and earn revenue from a business in Indonesia. It can enter into commercial contracts, hire employees, hold assets, open bank accounts, and apply for business licences — all under the protection of Indonesian law.

Unlike using a local Indonesian nominee shareholder (which is illegal and risky), a properly structured PT PMA provides genuine, legally-protected ownership rights for the foreign investor.

🛡 Legal Protection: A correctly structured PT PMA with properly drafted shareholder agreements, director terms, and corporate governance documents gives foreign investors genuine legal ownership — not dependent on the goodwill of any Indonesian party.

PT PMA Key Facts

  • Entity Type Limited Liability Company (PT)
  • Foreign Ownership Up to 100% (sector dependent)
  • Min. Investment Plan IDR 10 Billion (approx. USD 650K)
  • Min. Paid-Up Capital IDR 2.5 Billion (approx. USD 165K)
  • Min. Shareholders 2 (can be 2 foreign nationals)
  • Directors / Commissioners Min. 1 Director, 1 Commissioner
  • Registration Body OSS System / Kemenkumham / BKPM
  • Setup Timeline 4–8 weeks (full legal setup)
  • Investor KITAS Eligible (for foreign shareholders)
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PT PMA Investment Requirements

The Indonesian government sets minimum investment thresholds for PT PMA companies. These requirements apply across most sectors and must be met during the registration process.

Capital Requirements

  • Minimum Investment Plan (DPMPTSP/BKPM): IDR 10 Billion (approx. USD 650,000) — stated in the investment plan registered with OSS
  • Minimum Paid-Up Capital: IDR 2.5 Billion (approx. USD 165,000) — must be injected into the company bank account
  • Issued Capital: Minimum 25% of the authorised capital must be paid up at incorporation
  • Capital Injection Evidence: Bank transfer proof to company account required for BKPM/OSS reporting
  • Note: Certain sectors may have higher minimum capital requirements

Ownership Structure

  • Minimum 2 shareholders (can both be foreign nationals)
  • Foreign ownership percentage subject to Positive Investment List
  • At least 1 Director (can be foreign national)
  • At least 1 Commissioner (can be foreign national)
  • President Director must reside in Indonesia (for active operations)
  • Shareholder agreement recommended to protect investor rights

Registration Requirements

  • Valid passport copies for all foreign shareholders and directors
  • Proposed company name (3 options recommended)
  • Business activity / KBLI code (Indonesian Business Classification)
  • Registered office address in Indonesia
  • Capital structure details (authorised, issued, paid-up)
  • Director and Commissioner personal data
  • Articles of Association content approval
📌 Important Note on Capital: The IDR 10 billion investment plan figure refers to the total projected investment registered with BKPM/OSS, not the amount that must be deposited on day one. However, the paid-up capital of IDR 2.5 billion must be genuinely injected and evidenced. Our lawyer advises on how to structure this correctly for your specific business situation.

PT PMA Setup Process – Step by Step

Our lawyer manages the entire process across all government agencies — you focus on your business while we handle the legal and regulatory work.

01

Legal Consultation & Structure Planning

We review your business plan, intended KBLI (business activity code), sector eligibility under the Positive Investment List, proposed ownership structure, and capital allocation. We advise on the optimal legal structure before any registration begins.

⏱ 1–3 days 📍 Our Office
02

Company Name Reservation

We check the availability of your proposed company name and reserve it through the Ministry of Law and Human Rights (Kemenkumham) AHU Online system. We recommend preparing 2–3 name options in order of preference.

⏱ 1–3 business days 📍 Kemenkumham AHU System
03

Articles of Association Drafting

We draft the Articles of Association (Anggaran Dasar) of the PT PMA, covering company name, registered address, business activities, share capital structure, shareholder details, director and commissioner appointments, and key governance provisions. This is the foundational legal document of your company.

⏱ 2–4 days 📍 Our Office + Notary
04

Notarial Deed of Establishment (Akta Pendirian)

The Articles of Association are formalised before a licensed Indonesian notary (Notaris) as the Deed of Establishment (Akta Pendirian). All shareholders and directors must authorise this step — either in person, through a Power of Attorney, or via official representative. We coordinate the notary appointment and prepare all required documents.

⏱ 1–2 days (signing) 📍 Licensed Notary Office
05

Ministry of Law Ratification (SK Kemenkumham)

The notary submits the deed to the Ministry of Law and Human Rights for official ratification as a legal entity (Badan Hukum). This step formally creates the PT PMA as a legal entity in Indonesia. The SK (Decision Letter) from Kemenkumham is issued once approved.

⏱ 5–10 business days 📍 Kemenkumham (Ministry of Law)
06

OSS Registration & NIB Issuance

We register the PT PMA through the Online Single Submission (OSS) system to obtain the NIB (Nomor Induk Berusaha — Business Identity Number). The NIB serves as the company's primary business registration number and is required for all subsequent licences and government reporting.

⏱ 1–3 business days 📍 OSS System (BKPM)
07

Business Licence & Sector Permits

Depending on your business activity (KBLI code), additional sector-specific licences may be required from the relevant government ministry. We identify all required permits and manage the application process for each.

⏱ 1–4 weeks (varies by sector) 📍 Relevant Ministry / OSS
08

NPWP Tax Registration

The company must be registered for a Tax Identification Number (NPWP — Nomor Pokok Wajib Pajak) with the Directorate General of Taxation (DJP). The NPWP is required before opening a bank account, hiring employees, or issuing invoices.

⏱ 1–3 business days 📍 Directorate General of Taxation (DJP)
09

Corporate Bank Account Opening

We assist with opening a corporate bank account at an Indonesian bank. This is required for capital injection, payroll, and business transactions. We provide a bank introduction letter and assist with the account opening documentation.

⏱ 1–2 weeks 📍 Indonesian Commercial Bank
10

Capital Injection & BKPM Reporting

The minimum paid-up capital (IDR 2.5 billion) must be transferred to the company bank account and evidenced for BKPM/OSS reporting. We prepare the capital injection documentation and set up your LKPM (Investment Activity Report) reporting schedule.

⏱ 1–2 weeks 📍 Company Bank + OSS/BKPM
11

Investor KITAS Application (Optional)

Once the PT PMA is fully registered and the foreign shareholder's position is confirmed in OSS, we can proceed with the Investor KITAS application — allowing the foreign investor to legally reside in Indonesia as the company shareholder. We manage both processes simultaneously to reduce total setup time.

⏱ 3–6 weeks (concurrent with steps 6–10) 📍 Indonesian Immigration Office
Investor KITAS Details →

PT PMA Setup Timeline

Estimated total duration from initial consultation to fully operational PT PMA.

Week 1–2

Legal consultation, structure planning, company name reservation, Articles of Association drafting, and notarial deed signing.

Week 2–3

Ministry of Law ratification (SK Kemenkumham), OSS registration, NIB issuance, and NPWP tax registration.

Week 3–5

Corporate bank account opening, capital injection, sector licence applications, and BKPM/OSS investment plan registration.

Week 4–8

All licences finalised, LKPM reporting set up, shareholder agreements executed, and Investor KITAS application submitted (if required).

⏱ Total Estimated Setup Time: 4–8 weeks for full PT PMA setup from initial consultation to operational status. Timeline varies depending on sector, completeness of documents, and government processing times at each agency.

⚡ Combined Service: The Investor KITAS application can run concurrently with company registration steps 6–10, reducing total time for foreign investors who need both.

What Our PT PMA Legal Support Covers

End-to-end legal management across all government agencies and legal documents.

Legal Structure Advice

Ownership structure, share allocation, KBLI code selection, and sector eligibility under the Positive Investment List.

Articles of Association

Drafting of complete Articles of Association tailored to your business activity, ownership structure, and investor protection needs.

Notarial & Kemenkumham

Notarial deed of establishment signing and Ministry of Law ratification coordination. We prepare all notary documents.

OSS / NIB Registration

Full OSS system registration, NIB issuance, and BKPM foreign investment reporting setup for the PT PMA.

Tax & NPWP

Company NPWP registration with the Directorate General of Taxation. Advice on Indonesian corporate tax obligations.

Bank Account Support

Bank introduction, account opening support, and capital injection documentation preparation.

Shareholder Agreement

Drafting a comprehensive shareholder agreement to protect your investment, voting rights, and director appointment powers.

Investor KITAS (Optional)

Combined application for Investor KITAS alongside the PT PMA registration — for foreign shareholders who wish to reside in Indonesia.

Common Legal Mistakes in PT PMA Setup

These mistakes are frequently made by foreign investors setting up a company in Indonesia without proper legal guidance.

Using Nominee Shareholders

Placing shares in an Indonesian national's name to bypass foreign ownership limits is illegal under Indonesian law. The nominee can legally take control of your company. There is no legal protection if this happens.

Read: Legal Risks for Foreign Investors →

Wrong KBLI Code

Registering the wrong business activity code (KBLI) limits what your company can legally do, creates licensing problems, and may cause issues with tax reporting or visa applications linked to the company.

Get a Consultation →

No Shareholder Agreement

Many foreign investors skip the shareholder agreement, relying only on the Articles of Association. Without a shareholder agreement, your rights to remove directors, approve decisions, or exit the company may be unprotected.

Contract Drafting Services →

Skipping LKPM Reporting

PT PMA companies must file quarterly and annual LKPM (Investment Activity Reports) with BKPM/OSS. Failure to comply results in fines and may jeopardise the company's legal standing and Investor KITAS renewal.

Business Legal Support →

Insufficient Paid-Up Capital

Failing to properly inject and evidence the minimum paid-up capital creates compliance issues with BKPM and may result in the company's investment registration being suspended or cancelled.

Get Legal Advice →

Foreign Director Without KITAS

A foreign national acting as a director of a PT PMA who resides in Indonesia must have a valid Investor KITAS. Operating without this permit is an immigration violation that can result in deportation and company penalties.

Investor KITAS Details →

Ready to Set Up Your PT PMA in Indonesia?

Book a consultation with our licensed lawyer to review your business plan, confirm your ownership structure, and get a complete step-by-step roadmap for your PT PMA registration in Indonesia.