Document preparation is where most PT PMA incorporations either run smoothly or begin to unravel. Foreign investors who have spent months evaluating the Indonesian market, selecting a business structure, and engaging legal advisors frequently arrive at the notarial stage without a complete understanding of precisely what documents are required, in what format, and from which authority.
This gap creates delays. Notaries return incomplete submissions. OSS-RBA validation fails on missing attachments. Apostille certificates arrive after the deed has already been scheduled. Capital injection documentation does not match the format expected by the bank.
This article provides a complete and current checklist of documents required for Foreign Investment Company (Perseroan Terbatas Penanaman Modal Asing or PT PMA) incorporation in Indonesia under the regulatory framework in effect for 2026, including the requirements introduced by Investment Coordinating Board Regulation (Peraturan Badan Koordinasi Penanaman Modal or BKPM) Number 5 of 2025. It covers every document category from shareholder identification through to post-notarial OSS-RBA submissions, organized in the sequence in which they are typically needed.
Why Document Requirements for PT PMA Changed in 2026
Before reviewing the checklist itself, it is important to understand why the 2026 document requirements differ from what many online guides still describe.
Two regulatory changes have directly affected what investors must prepare:
BKPM Regulation Number 5 of 2025 revised the minimum paid-up capital structure for PT PMA from IDR 10 billion to IDR 2.5 billion per business activity classification. This change affected capital injection documentation requirements and the way investment plans are structured within the notarial deed.
Minister of Law Regulation (Peraturan Menteri Hukum or Permenkum) Number 49 of 2025 introduced new annual reporting obligations tied to the Legal Entity Administration System (Sistem Administrasi Badan Hukum or SABH). This regulation directly affects how corporate documents must be maintained post-incorporation and what the notary is required to submit within 30 days of deed signing.
Both regulations are in force as of April 2026 and supersede earlier guidance that remains in circulation on many third-party websites.
Category 1: Shareholder Documents
Every PT PMA requires a minimum of two shareholders. Shareholders may be foreign individuals, foreign legal entities, Indonesian individuals, Indonesian legal entities, or a combination of the above.
For Individual Foreign Shareholders
- Valid passport with a minimum remaining validity of six months at the time of notarial signing
- Latest residential address proof, such as a utility bill or bank statement, issued within three months and bearing the same address as the passport
- Taxpayer identification number from the shareholder’s country of residence, if applicable
- Apostille or legalization of the passport copy, depending on whether the shareholder’s country is a member of the Hague Apostille Convention
For Corporate Foreign Shareholders
- Certificate of Incorporation or equivalent document proving the legal existence of the foreign company
- Articles of Association or equivalent constitutional document of the foreign company
- Certificate of Good Standing or equivalent confirming that the foreign company remains in good standing in its jurisdiction of registration
- Board resolution authorizing the establishment of a PT PMA in Indonesia and naming the authorized signatory
- Identification document of the authorized signatory, typically a passport copy
- All of the above must be apostilled or legalized and accompanied by a certified Indonesian translation prepared by a sworn translator
For Indonesian Individual Shareholders
- National Identity Card (Kartu Tanda Penduduk or KTP)
- Taxpayer Identification Number (Nomor Pokok Wajib Pajak or NPWP)
For Indonesian Corporate Shareholders
- Deed of establishment and all amendments
- Ministerial approval or registration letter from the Ministry of Law
- Company NPWP
- Board resolution authorizing participation as a shareholder in the new PT PMA
Category 2: Director and Commissioner Documents
A PT PMA requires a minimum of one director and one commissioner. Both positions may be held by foreign nationals. For companies with a larger management structure, the same document requirements apply to each individual.
For Foreign Directors and Commissioners
- Valid passport with a minimum remaining validity of six months
- Curriculum vitae or professional profile confirming relevant experience
- Statement letter of willingness to serve as director or commissioner (Surat Pernyataan Kesediaan), which is typically prepared by the notary
- Passport-sized photograph with white background
For Indonesian Directors and Commissioners
- National Identity Card (KTP)
- NPWP
- Statement letter of willingness to serve (Surat Pernyataan Kesediaan)
- Passport-sized photograph with white background
Category 3: Domicile and Business Address Documents
Every PT PMA must have a legitimate business address located within a commercially or industrially zoned area. This requirement has become more strictly enforced following the integration of spatial zoning data into the Online Single Submission Risk Based Approach (OSS-RBA) system.
For Virtual Office Domicile
- Virtual office service agreement in the name of the company being established or in the name of the authorized representative prior to incorporation
- Proof of zoning compliance confirming the address is located within a commercial service zone
- Building management permit or Operational Worthiness Certificate (Sertifikat Laik Fungsi or SLF) of the building in which the virtual office is located
For a detailed analysis of which virtual office locations are eligible for PT PMA domicile, including Taxable Entrepreneur (Pengusaha Kena Pajak or PKP) registration requirements, refer to XPND’s dedicated guide on virtual office eligibility for PT PMA in Jakarta.
For Physical Office Domicile
- Office lease agreement or property ownership certificate
- Building management permit or SLF
- Spatial Utilization Compliance (Kesesuaian Kegiatan Pemanfaatan Ruang or KKPR) confirmation that the location is zoned for the intended business activity
- Environmental compliance document, either an Environmental Management Commitment Statement (Surat Pernyataan Kesanggupan Pengelolaan dan Pemantauan Lingkungan Hidup or SPPL) for low-risk activities or an Environmental Management and Monitoring Effort (Upaya Pengelolaan Lingkungan Hidup dan Upaya Pemantauan Lingkungan Hidup or UKL-UPL) for higher-risk operations
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Category 4: Company Identity and Structure Documents
These documents define the legal identity of the PT PMA and are prepared collaboratively between the investor and the notary prior to deed signing.
- Proposed company name, with two to three alternatives in case the primary name is already registered in the AHU Online database
- Selected Indonesian Standard Industrial Classification (Klasifikasi Baku Lapangan Usaha Indonesia or KBLI) codes, with five-digit specificity
- Authorized capital amount, subscribed capital amount, and paid-up capital amount in Indonesian Rupiah
- Shareholding composition table showing each shareholder’s name, nationality, number of shares, and ownership percentage
- Business activity description aligned with the selected KBLI codes
- Company purpose and objectives statement for inclusion in the articles of association
KBLI code selection is one of the most consequential decisions in the incorporation process. An incorrect or overly broad code can trigger additional licensing requirements, mandatory capital re-evaluation, or restrictions on operational scope. For sector-specific guidance, XPND has published detailed requirements for industries such as manufacturing and restaurants and F&B.
Category 5: Capital Injection Documentation
Following the issuance of the Deed of Establishment, shareholders are required to inject the paid-up capital into the company’s Indonesian corporate bank account. Under BKPM Regulation Number 5 of 2025, the minimum paid-up capital is IDR 2.5 billion per KBLI code, down from the previous IDR 10 billion threshold. A detailed explanation of the PT PMA establishment cost structure under the 2026 framework is available separately.
Documents required to validate capital injection include:
- Bank account opening documents in the name of the PT PMA
- Bank statement or bank confirmation letter showing the capital deposit, bearing the company’s name, the deposit amount in IDR, and the deposit date
- Capital injection statement letter (Surat Pernyataan Penyetoran Modal) signed by all shareholders and the director, typically notarized
- Proof of fund transfer from the shareholder’s source account to the PT PMA account, particularly for foreign wire transfers, including the bank’s swift confirmation
A 12-month lock-in requirement applies from the date of capital injection. The funds may be used for legitimate operational expenses but may not be withdrawn or returned to shareholders during this period.
Category 6: OSS-RBA Submission Documents
After the Deed of Establishment is ratified by the Ministry of Law and the company obtains its legal entity status, the following documents are required to complete Business Identification Number (Nomor Induk Berusaha or NIB) registration through the OSS-RBA system:
- Ministry of Law ratification letter (Surat Keputusan Pengesahan Badan Hukum)
- Deed of Establishment in its ratified form
- Company NPWP, which is typically registered simultaneously with OSS-RBA submission
- Director’s personal NPWP and KTP or passport, as applicable
- Business address documents as described in Category 3
- Investment plan document outlining the projected capital realization schedule for achieving the total investment value of more than IDR 10 billion per KBLI
For PT PMA entities in medium-high or high-risk business categories, additional sector-specific permits are required before the NIB is fully active for commercial operations. These include standard certifications, environmental approvals, and in some sectors, prior approval from technical ministries.
Category 7: Post-Incorporation Compliance Documents
Two post-incorporation obligations introduced or strengthened by recent regulations require document preparation within a tight timeline following deed signing.
SABH Annual Report Submission
Under Permenkum No. 49 of 2025, every PT including newly established PT PMA entities must submit an annual report through SABH within 30 days of the notarial signing of any corporate deed. Failure to submit within this window results in the blocking of SABH access, which prevents any subsequent corporate administrative changes including director replacements, shareholding updates, capital increases, and articles of association amendments.
Documents required for SABH submission include:
- Ratified deed of establishment
- Shareholder register
- Director and commissioner appointment letters
- Company financial data for the reporting period
LKPM Quarterly Reporting
Every PT PMA is required to submit a quarterly Investment Activity Report (Laporan Kegiatan Penanaman Modal or LKPM) beginning from the first quarter following incorporation. The LKPM must be submitted through OSS-RBA within 30 days after each quarter ends.
For a complete guide on what the LKPM covers and how to avoid the most common reporting errors, refer to XPND’s dedicated guide on how to report LKPM correctly.
Common Document Errors That Delay PT PMA Incorporation
Based on incorporation experience across multiple sectors and investor nationalities, the following errors consistently cause avoidable delays:
- Expired apostille
Apostille certificates have no fixed validity period under the Hague Convention, but Indonesian notaries and government systems typically require apostilles issued within six months of the incorporation date. Documents apostilled more than six months prior are frequently returned for renewal. - Non-certified translations
All foreign-language documents must be accompanied by certified Indonesian translations prepared by a sworn translator (penerjemah tersumpah) registered in Indonesia. Translations prepared by the investor’s own staff or by unregistered translators are not accepted. - Corporate authorization gaps
For corporate shareholders, the board resolution authorizing the PT PMA incorporation must explicitly name the authorized signatory and confirm the scope of their authority. Generic board resolutions that do not specify the Indonesian investment are routinely rejected. - KBLI misalignment
The KBLI codes listed in the deed must exactly match those registered in OSS-RBA. Discrepancies between the notarial deed and the OSS submission trigger rejection at the NIB issuance stage and require deed amendments. - Capital injection timing
The bank confirmation letter for capital injection must be dated after the deed ratification date. Transfers made before legal entity status is confirmed are not recognized as valid paid-up capital.
How XPND Manages PT PMA Document Preparation
Document preparation for PT PMA incorporation requires coordination across multiple parties simultaneously: the investor’s legal team abroad, the Indonesian notary, the Ministry of Law, the OSS-RBA system, and the receiving bank. Gaps between any of these parties create delays that compound over time.
XPND’s incorporation team manages the complete document preparation and submission process on behalf of foreign investors, from the initial document checklist through to NIB issuance and post-incorporation compliance. This includes:
- Reviewing and verifying all shareholder and director documents prior to notarial submission
- Coordinating apostille and certified translation requirements for each investor’s specific nationality
- Preparing all notarial documents including the articles of association, capital injection statements, and director appointment letters
- Managing OSS-RBA registration and NIB issuance
- Ensuring SABH annual report submission within the 30-day window under Permenkum 49/2025
- Setting up LKPM reporting on a quarterly basis from the first quarter following incorporation
For foreign investors planning to enter Indonesia in 2026, a pre-incorporation document review with XPND’s team is the most efficient way to identify and resolve gaps before they affect timelines.
