Complete Guide to Certificate of Incorporation in Indonesia

Complete Guide to Certificate of Incorporation in Indonesia

A Certificate of Incorporation in Indonesia is the official recognition that your company is a legal entity, capable of conducting business under Indonesian law. Issued by the Ministry of Law and Human Rights, this certificate is the foundation for opening bank accounts, signing contracts, and operating legally. Without it, your business has no standing in Indonesia.

Also read: What is Company Incorporation: Definition and Advantages

What is a Certificate of Incorporation?

Complete Guide to Certificate of Incorporation in Indonesia
Complete Guide to Certificate of Incorporation in Indonesia (pexels.com)

The certificate, formally called Surat Keputusan Pengesahan Badan Hukum, is the government’s approval that your company exists as a separate legal entity. This means the company—not you personally—holds rights and obligations in contracts, debts, and business operations. It serves as the backbone of corporate legitimacy in Indonesia.

Key Information Included

Every certificate outlines crucial company data:

  • Registered company name
  • Incorporation date and place
  • Legal form (PT, PT PMA, or Representative Office)
  • Certificate and registration numbers
  • Business classification (KBLI codes)

Attachments also confirm shareholder structures, share capital, and board composition, which investors and regulators use to assess compliance.

Companies That Require It

  • PT (Perseroan Terbatas): Local companies owned by Indonesian citizens, typically smaller capital requirements.
  • PT PMA (Penanaman Modal Asing): Foreign-owned companies with higher capital thresholds, often preferred by international investors.
  • Representative Office (KPPA): For foreign companies testing the market without generating revenue.

All require a Certificate of Incorporation to operate legally.

Also read: Percentage of Foreign Investment Ownership in PT PMA: What Investors Need to Know

Why It Matters for Foreign Investors

If you are a foreign investor, the certificate is not just paperwork—it’s your legal shield. It confirms you are recognized by the Indonesian state, protecting your business interests. It also allows you to apply for work permits, tax registration, and sector-specific licenses. Without it, your activities risk being considered illegal.

Validity and Legal Standing

Complete Guide to Certificate of Incorporation in Indonesia
Complete Guide to Certificate of Incorporation in Indonesia (pexels.com)

The certificate has no expiry date. Once issued, it remains valid as long as your company abides by Indonesian corporate laws. Even amendments to your Articles of Association do not invalidate the original certificate.

Common Misunderstandings

Many investors assume the certificate alone is enough to operate. In fact, you must pair it with a Business Identification Number (NIB) through the OSS system, as well as necessary sector permits. Another misconception is that certificates can lapse—they do not, provided compliance is maintained.

Also read: What Happens If You Operate a Business in Indonesia Without a Proper License?

How InvestinAsia Can Help You

At InvestinAsia, we specialize in helping foreign investors navigate incorporation in Indonesia. Our expert team ensures your documentation is complete, your approval process is smooth, and your company is fully compliant.

Our complete Indonesia company registration services include:

You can also enjoy special package prices for PT PMA and KITAS services.

If you are planning to expand into Indonesia, securing your Certificate of Incorporation is the first step. Let us handle the complexities so you can focus on growth.

Contact us now for a FREE consultation and start your investment journey with confidence.

 

FAQs on Certificate of Incorporation in Indonesia

Is the certificate different from the Deed of Establishment?

Yes. The Deed of Establishment is drafted by a notary; the Certificate of Incorporation is government approval of that deed.

Does every company type require one?

Yes, PT, PT PMA, and Representative Offices all require a certificate to be recognized.

How long does it take to get approved?

Typically 3–7 working days after submission of complete documents.

Can the certificate be revoked?

It cannot expire but may be revoked if your company violates Indonesian corporate law.

What role does the OSS system play?

The OSS system issues the NIB, which complements the certificate by granting operational licensing and registrations.

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