How to Set Up a PT Company in Indonesia
Published 23 September 2026 · 9 minute read · The Indonesian Lawyer
To set up a PT company in Indonesia you first decide between a PT local, which must be 100% Indonesian owned, and a PT PMA, which allows foreign shareholders. You then reserve a company name, sign the deed of establishment with a notary, get Ministry of Law approval, obtain an NIB through the OSS system, register for a tax number, and open a corporate bank account. A PT PMA also needs an investment plan of more than IDR 10 billion per business line in most sectors, and this figure is set nationally, so it applies whether you register in Jakarta, Surabaya, Medan, or anywhere else.
Table of contents
- PT local vs PT PMA: which one you actually qualify for
- What you need before you start
- The registration process, step by step
- Timeline and costs
- What happens after the company is registered
- Where foreign founders lose time and money
- FAQ
PT local vs PT PMA: which one you actually qualify for
The first decision is not a formality, it decides everything that follows. A PT local (PT biasa) can only be owned by Indonesian citizens or Indonesian legal entities. If any shareholder is a foreign passport holder or a foreign company, you must register a PT PMA (Penanaman Modal Asing), not a PT local with a foreign director sitting quietly in the background. That arrangement, using an Indonesian nominee to hold shares for a foreigner, is not recognised under Indonesian law and leaves the foreign party with no enforceable ownership if the relationship breaks down.
A PT PMA can be 100% foreign owned in most business sectors today, following the liberalisation under the Positive Investment List (Perpres 10/2021, as amended). Some sectors still carry foreign ownership caps or require a local partner: certain retail activities, some transport categories, and a handful of sectors reserved for small and medium Indonesian enterprises. You check this against the current KBLI (Klasifikasi Baku Lapangan Usaha Indonesia) code for your exact business activity before you draft anything, because the cap or restriction attaches to the specific KBLI code, not to the industry in general terms.
What you need before you start
Every PT company, local or PMA, needs a unique name approved through the Ministry of Law and Human Rights (Kemenkumham) system, a registered business address that can be a physical office or a serviced office with a valid domicile letter, at least one director and one commissioner, and a business activity that maps to a valid KBLI code. For a PT PMA specifically, plan for these additional points:
- Investment value: the standard threshold is an investment plan above IDR 10 billion per KBLI business line, excluding the value of land and buildings. This is a planned investment figure declared in the company's risk-based licensing profile, not cash you deposit on day one.
- Paid-up capital: in practice most PT PMA companies are set up with paid-up capital of IDR 10 billion, deposited into the company's own bank account once it is opened, though the exact figure and timing should be confirmed against the current OSS risk classification for your sector.
- Shareholders: minimum two, which can be two individuals, two entities, or a mix. A single-shareholder PT structure exists but has separate conditions and is uncommon for foreign investors.
- Local director residency: at least one director should be positioned to obtain a work and stay permit (KITAS) if they will work in Indonesia day to day, which is a separate process from the company registration itself.
The registration process, step by step
The steps below are the same wherever in Indonesia you register, because company law and the OSS system are national. A notary in Jakarta, Surabaya, or Makassar files through the identical government portals.
- Reserve the company name. Submitted through the Kemenkumham online system (AHU Online). The name must not duplicate an existing registered company and must follow naming rules, typically at least three words for a PT PMA.
- Draft and sign the deed of establishment. A licensed Indonesian notary drafts the Articles of Association covering share structure, company objectives, and governance, then the shareholders sign it, either in person or, in some cases, by power of attorney.
- Get Ministry of Law approval. The notary submits the deed for approval, and the ministry issues the Deed of Establishment (Surat Keputusan) confirming the company's legal status. This is where the company legally comes into existence.
- Obtain the NIB through OSS. The Nomor Induk Berusaha is generated through the Online Single Submission system and functions as the company's business identification number and primary operating licence, replacing what used to be a stack of separate permits.
- Confirm risk-based licensing requirements. Depending on the KBLI code and risk level assigned by OSS, you may need additional standard certificates or sector licences before you can operate, for example in food and beverage, construction, or financial services.
- Register for the company NPWP. The corporate tax identification number is issued by the Directorate General of Taxes, usually generated alongside the NIB process now rather than as a separate visit.
- Open the corporate bank account. Banks require the deed, NIB, NPWP, and identification for all directors and shareholders. This is also the step where PT PMA paid-up capital gets deposited.
- Register employees with BPJS. Once you hire staff, enrolment in BPJS Kesehatan (health) and BPJS Ketenagakerjaan (employment) is mandatory, not optional, from the first employee.
Timeline and costs
Costs vary by notary, by KBLI complexity, and by whether additional sector licences apply, so treat the figures below as a planning range and confirm the current numbers before you commit to a timeline with investors or landlords.
| Item | Typical range | Notes |
|---|---|---|
| Name reservation to deed signing | 1 to 2 weeks | Faster if shareholder documents are ready and legalised in advance |
| Ministry of Law approval | 1 to 2 weeks | Runs after the deed is signed |
| NIB and OSS registration | Several days to 2 weeks | Longer if the KBLI code carries medium or high risk classification |
| Total to a working NIB | 4 to 8 weeks | Sector licences on top of this can add weeks or months |
| Notary and legal fees | Varies widely by scope | Confirm a fixed quote covering deed, name, NIB, and NPWP together |
| PT PMA investment plan | Above IDR 10 billion per KBLI line | Excludes land and buildings, set by national regulation |
| Registered office | Varies by city and building | Jakarta CBD addresses cost more than a serviced office in a secondary city |
The most expensive mistake we see is registering a PT PMA against the wrong KBLI code because it seemed to describe the business well enough. If the code carries a foreign ownership restriction or a licence requirement you did not plan for, you can be stuck holding a company that is not legally allowed to run the business it was built for, and unwinding or reclassifying it costs far more in time and fees than getting the code right at the start.
What happens after the company is registered
Getting the NIB is the beginning of ongoing compliance, not the end of the process. A PT PMA must file the LKPM investment activity report periodically, quarterly in the first years for most companies, reporting realisation of the investment plan you declared. Missing LKPM filings is a common reason companies get flagged during licence renewal. You also need annual financial statements, monthly and annual tax filings even with no revenue yet, and renewal of any sector licences on their own schedules. If you plan to bring in foreign staff, work permits and KITAS applications are a separate track that should be lined up once the company legally exists, not before.
Where foreign founders lose time and money
Three patterns come up repeatedly, wherever in Indonesia the company is being formed.
Using a nominee arrangement instead of a PT PMA. It looks cheaper and faster on paper. It has no legal standing if a dispute arises, and Indonesian courts have not enforced nominee share arrangements in favour of the foreign party.
Underestimating licensing after the NIB. Restaurants, clinics, import businesses, and construction companies typically need standard certificates or sector permits beyond the base NIB before they can legally open. Businesses that skip this step and open anyway risk closure orders once inspected.
Treating the IDR 10 billion figure as cash in hand. It is an investment plan tied to your KBLI line, and the paid-up capital component is deposited once the bank account exists, not before. Confusing the two causes unnecessary delay while founders try to move money before there is even an account to receive it.
FAQ
How much does it cost to set up a PT company in Indonesia?
Government and notary fees vary by provider and by how many licences your business needs, so there is no single fixed price nationally. A PT PMA additionally requires an investment plan above IDR 10 billion per KBLI business line, excluding land and buildings, which is a regulatory threshold rather than a service fee. Get a written quote covering the deed, name reservation, NIB, and NPWP together before committing.
Can a foreigner own 100% of a PT company in Indonesia?
Yes, in most sectors, through a PT PMA rather than a PT local. Since the Positive Investment List reforms, the majority of KBLI business classifications allow up to 100% foreign ownership. A smaller number of sectors, including certain retail, transport, and small-enterprise-reserved activities, still carry foreign ownership caps or require an Indonesian partner, so the exact code matters more than the general industry.
How long does it take to register a PT company in Indonesia?
A working NIB typically takes four to eight weeks from name reservation to completion, assuming shareholder documents are ready and the KBLI code is a low or medium risk classification. Sector-specific licences on top of the base registration, for restaurants, clinics, or construction for example, can add several weeks to several months depending on the sector and the region.
What is the minimum capital for a PT PMA in Indonesia?
The standard rule is an investment plan of more than IDR 10 billion per KBLI business line, excluding land and buildings, with paid-up capital commonly set at IDR 10 billion deposited once the corporate bank account is open. Some sectors and some risk classifications under OSS have different thresholds, so this should be confirmed against your specific KBLI code before you finalise the structure.
Do I need a local partner to set up a company in Indonesia?
Not for most business activities. Since foreign ownership restrictions were relaxed under the Positive Investment List, the majority of sectors permit a 100% foreign owned PT PMA. A local partner is only required where the specific KBLI code carries a foreign ownership cap, which applies to a limited list of sectors including some retail, transport, and micro and small enterprise categories.
What is the difference between a PT and a PT PMA in Indonesia?
A PT (Perseroan Terbatas) local company must be wholly owned by Indonesian citizens or Indonesian legal entities. A PT PMA (Penanaman Modal Asing) is the foreign investment version of the same limited liability structure, allowing foreign individuals or foreign companies to hold shares, subject to sector restrictions and the minimum investment plan requirement that does not apply to a PT local.
If you are weighing up a PT local against a PT PMA company registration in Indonesia, or you need the full mechanics of how to set up a PT PMA in Indonesia for a specific KBLI code, our team can walk through your structure before you sign anything with a notary. We also handle the work permit and residence visa side for any director or foreign staff you plan to bring in once the company exists.
Send us your business activity and target city on WhatsApp at +62 877-9626-0478, or reach us through our contact page, and we will tell you plainly which structure and KBLI code fit before you spend anything. The first consultation is free.