The required documents for PT PMA incorporation Indonesia 2026 fall into seven groups: shareholder papers, director and commissioner papers, a domicile, company identity data, proof of capital, OSS-RBA submissions, and the filings that follow incorporation. Document preparation is where most foreign-owned company setups either run smoothly or begin to unravel, because investors often reach the notary without knowing which papers are needed, in what form and from which authority. This checklist walks through each group in the order a notary and the OSS system will ask for them. For the cost side, see our PT PMA establishment cost structure under the 2026 framework.

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What Changed for PT PMA in 2025 and 2026

Two regulations changed how a PT PMA is set up and kept in good standing.

Ministry of Investment and Downstreaming / BKPM Regulation 5 of 2025 (Permen Investasi dan Hilirisasi/BKPM 5/2025) was signed on 1 October 2025, took effect on promulgation on 2 October 2025, and replaced BKPM Regulations 3, 4 and 5 of 2021. It sets two separate numbers for a PMA company:

  • an investment value above IDR 10 billion, excluding land and buildings, for each five-digit KBLI business line at each project location (Article 26(2)), with different counting rules for some sectors such as wholesale trade, food and beverage, construction and manufacturing (Article 26(3)); and
  • issued and paid-up capital of at least IDR 2.5 billion for each limited liability company (Article 26(10)), unless another regulation says otherwise.

The IDR 2.5 billion is a per-company figure, not a per-KBLI figure. Some secondary sources describe the IDR 2.5 billion as a reduction from IDR 10 billion. We could not confirm the earlier rule’s text, so this guide states only the current one.

Ministry of Law Regulation 49 of 2025 (Permenkum 49/2025), enacted on 11 December 2025, governs the annual report filing in the company registry system (SABH), described under Category 7.

Category 1: Shareholder Documents

A limited liability company needs at least two shareholders. The document set depends on who they are.

Foreign Individual Shareholders

  • Passport with enough remaining validity at the signing date. Notaries commonly ask for at least six months.
  • Proof of residential address that matches the passport address. Notaries commonly accept proof issued within three months.
  • Foreign tax ID, if the person has one.
  • Legalization or apostille of foreign documents, depending on whether the issuing country belongs to the Convention Abolishing the Requirement of Legalisation for Foreign Public Documents. BKPM Regulation 5/2025 uses the same split elsewhere: documents from member countries are legalized by the competent authority of that country, and documents from non-member countries by the Indonesian representative abroad.

Foreign Corporate Shareholders

  • Certificate of incorporation and articles of association.
  • Certificate of good standing, where the home jurisdiction issues one.
  • Board resolution approving the investment and naming the authorized signatory, plus the signatory’s ID.
  • Legalization or apostille, and a certified Indonesian translation by a sworn translator.

Indonesian Individual Shareholders

  • KTP and NPWP.

Indonesian Corporate Shareholders

  • Deed of establishment and all amendments.
  • Ministry of Law approval or registration letter.
  • Company NPWP.
  • Board resolution authorizing the participation.

Category 2: Director and Commissioner Documents

A PT PMA needs at least one director and one commissioner. Foreign nationals may hold either role.

Foreign Directors and Commissioners

  • Passport, CV and a statement of willingness to serve, which the notary usually prepares.
  • A passport-style photograph.

Note that a foreign director who will work in Indonesia needs the right permit and stay permit. Our guide to KITAS renewal in Indonesia covers what follows once the company exists.

Indonesian Directors and Commissioners

  • KTP, NPWP, statement of willingness and photograph.

Category 3: Domicile and Business Address Documents

The business address must be in an area that allows the business activity. Zoning data is now integrated into the OSS system, so an unsuitable address is more likely to be caught than before.

Virtual Office

Government Regulation 28 of 2025 (Article 13) exempts a trade or service business operating in a shared building or commercial complex from the basic requirements, if the building’s manager already holds the land-use confirmation (KKPR), environmental approval (PL), building approval (PBG) and/or building functionality certificate (SLF). The business can go directly to applying for its business license in OSS. For a virtual office, ask the provider for those building documents and the service agreement before signing. Whether a virtual address is accepted can still depend on the KBLI chosen, so confirm it before paying. Our note on virtual office eligibility for PT PMA in Jakarta covers this in detail, and so does our virtual office setup service.

Physical Office

  • Lease agreement or ownership certificate.
  • If the building is not already covered by the Article 13 exemption: KKPR, PBG and SLF for the premises, and the environmental document that matches the risk level (SPPL for low risk, UKL-UPL for higher risk).

Category 4: Company Identity and Structure Documents

  • Two or three alternative company names, in case the first is already registered in the company registry (AHU Online).
  • The five-digit KBLI codes for each business line. The deed and the OSS filing must match exactly, so read our guide to what KBLI is in Indonesia before choosing. A wrong code can lead to extra licensing, a different capital requirement or a restriction on the activity.
  • Authorized, issued and paid-up capital in rupiah.
  • A shareholding table: name, nationality, number of shares and percentage.
  • A description of the business purposes for the deed.

Whether a sector is open to foreign ownership depends on the national investment business fields regulation (Presidential Regulation 10 of 2021, as amended by Presidential Regulation 49 of 2021). A new regulation is being drafted, so check the current text before filing. Foreign-owned businesses in manufacturing and food and beverage have their own preparation steps, which we cover in establishing a PMA manufacturing facility and requirements for a PT PMA restaurant.

Category 5: Capital Injection Documentation

Paid-Up Capital Versus Investment Value

Paid-up capital is the money shareholders actually deposit into the company’s bank account. The minimum is IDR 2.5 billion per company. Investment value is the total amount the company commits to spend on its business, above IDR 10 billion per KBLI line and location, excluding land and buildings. These are two different tests and OSS checks both.

Typical documents for the paid-up capital:

  • Corporate bank account opening documents.
  • Bank confirmation or statement showing the deposit.
  • A capital injection statement signed by the shareholders and the director.
  • Proof of transfer, including the SWIFT confirmation for a foreign wire.

Your bank and notary may ask for further papers, and may require the deposit date to follow the deed’s ratification. That sequence is a common practice rather than a rule we found in the regulation, so confirm it with your notary. Our guide to proof of capital injection requirements lists what the bank typically accepts.

The 12-Month Rule

Under Article 27 of BKPM Regulation 5/2025, the paid-up capital cannot be moved out of the company’s account for at least 12 months from the deposit, except to buy assets, construct a building and/or run the business. The company makes this commitment as a self-declaration when it applies for its business license in OSS. Breaching it can lead to administrative sanctions.

Category 6: OSS-RBA Submission Documents

After the company is ratified, the OSS-RBA system issues the business identification number (NIB). Our guide to the OSS RBA system explains the risk levels. For the submission you will normally need:

  • The Ministry of Law ratification decree (SK Pengesahan) and the ratified deed.
  • Company NPWP, which is usually registered together with the OSS filing.
  • The NPWP and KTP or passport of the director.
  • The address documents from Category 3.
  • The investment plan showing the investment value per KBLI.

Medium-high and high-risk sectors need additional permits before the NIB is fully effective.

Category 7: Post-Incorporation Compliance

Annual Report Approval Through SABH

Under Article 16 of Permenkum 49/2025, the directors present the annual report to the general meeting of shareholders (RUPS) within six months after the financial year ends. The meeting’s approval is recorded in a notarial deed, and the director submits it through the notary to the Ministry within 30 days of the date of that deed, electronically through SABH. The filing includes the notarial deed and the annual report.

If the filing is late, the Ministry can issue a written warning through a SABH notification and, if the company still has not complied 30 days after that notification, block its SABH access (Articles 17 and 18). A blocked company can apply to reopen access (Articles 19 and 20). The regulation does not list what a blocked company cannot do, so ask your notary what a block would affect before relying on any list.

LKPM Reporting

After the NIB is issued, a business must report its investment realization in LKPM (Article 285 of BKPM Regulation 5/2025). A PMA company is classified as a large business (Article 26(1)), so the LKPM is due every quarter, by 15 April, 15 July, 15 October and 15 January (Article 286(5)). A company that is not yet operational files a preparation-stage report first. Micro businesses are exempt, and small businesses report twice a year by 15 July and 15 January. Our guide on how to report LKPM correctly shows the steps.

Common Document Errors That Delay Incorporation

  1. Foreign documents without the right legalization. Check whether the issuing country is a member of the convention, and get the apostille or legalization from the correct authority.
  2. Translations from the wrong person. Foreign documents need a sworn translator’s Indonesian translation.
  3. A board resolution that does not name the signatory. It must state who may sign and what the person may sign.
  4. A KBLI mismatch between the deed and OSS. The codes must be the same.
  5. Capital deposited in the wrong order or the wrong account. Confirm the sequence with your notary before wiring.
  6. A domicile that does not fit the business activity. Check the zoning and the building documents first.

How XPND Manages PT PMA Document Preparation

XPND reviews each document before it reaches the notary, coordinates apostilles and sworn translations, prepares the notarial documents, manages the OSS-RBA and NIB filing, and sets up the annual SABH and quarterly LKPM calendar. See our PT PMA foreign investment company service, or request a document checklist review for your own setup.