Convert Local PT to PT PMA Indonesia: Regulation and Complete Guide from InvestinAsia

Converting a PT with PMDN status to PMA status changes the investment status and related ownership and licensing data of the same Indonesian limited liability company.

People often search for this as “converting a local PT to a PT PMA.” The company is not reincorporated as a different legal form.

Its corporate, AHU, OSS, and licensing records must instead reflect the new ownership profile.

Which rules govern a PMDN to PMA status change in 2026?

The current PMDN to PMA framework combines investment law, company law, investment-business-field rules, and risk-based licensing.

• Law No. 25 of 2007 on Investment, as amended, including by Law No. 6 of 2023.
• Law No. 40 of 2007 on Limited Liability Companies, as amended, including by Law No. 6 of 2023.
• Presidential Regulation No. 10 of 2021, as amended by Presidential Regulation No. 49 of 2021, for investment business fields.
• Government Regulation No. 28 of 2025, which replaced Government Regulation No. 5 of 2021 for risk-based business licensing.
• Permeninves/BKPM No. 5 of 2025, effective 2 October 2025. Article 227 governs PMDN and PMA status changes.

For the broader entity context, read what a PT PMA is in Indonesia. This page stays focused on changing an existing PT from PMDN to PMA status.

When can a PT PMDN change to PMA status?

Article 227(2) identifies three circumstances in which a PMDN to PMA status change can occur. Each still needs to comply with the applicable rules for the company’s business activities.

A foreign party or PT PMA acquires shares

Article 227(2)(a) covers a transfer of some or all shares to a foreign individual, foreign business entity, or PMA company. The clause itself does not set a minimum foreign share percentage.

The permitted percentage is a separate test. Check the actual business activity against the investment-business-field framework and any sector-specific rule.

A PMDN corporate shareholder becomes PMA

Article 227(2)(b) covers a PMDN corporate shareholder that changes its own status to PMA. More remote or multi-tier ownership changes should be assessed against the actual group structure.

An Indonesian shareholder becomes a foreign citizen

Article 227(2)(c) covers an Indonesian shareholder whose citizenship changes to foreign citizenship. The resulting ownership profile still has to fit the rules for the company’s activities.

What should you check before converting a PT PMDN to PT PMA?

A conversion should be checked before the foreign ownership transaction closes. The main question is whether the ownership, corporate data, capital, licensing, contracts, and group structure can all support PMA status.

For a wider corporate checklist, see the PT PMA requirements guide. For ownership limits, use the guide to foreign ownership of Indonesian companies.

How much investment and capital does a PT PMA need after conversion?

Article 26 treats PMA investment value and placed and paid-up capital as separate requirements. They should not be used interchangeably.

Article 26(2) sets the general PMA investment threshold above Rp10 billion, excluding land and buildings, per five-digit KBLI per project location.

Different calculations apply to several activities, including wholesale trade, food and beverage, construction, certain manufacturing, property, accommodation, specified land-based activities, EV charging, and activities in special economic zones.

Article 26(10) sets minimum placed and paid-up capital, or modal ditempatkan/disetor, at Rp2.5 billion per PT PMA unless another regulation sets a different amount.

Article 27(1) also states a 12-month restriction on transferring the capital it cross-references, subject to stated operational exceptions.

There is a drafting issue in the published text. Article 27(1) points to Article 26(6), while the Rp2.5 billion capital rule appears in Article 26(10). The official sources reviewed do not resolve that cross-reference.

A separate inconsistency appears in the official OSS PMDN to PMA guide. Its published screen still shows a Rp10 billion placed and paid-up capital warning, despite Article 26(10) stating Rp2.5 billion.

How do you convert PMDN to PMA through AHU and OSS?

The process combines the underlying share or shareholder change, notarial and AHU updates, then the OSS Alih Status or Move Status flow.

Step 1: Define the transaction

Identify the Article 227 trigger and how foreign ownership enters. The notary can then determine the shareholder approvals, transfer or subscription documents, and deed changes required.

Step 2: Check foreign ownership before closing

Test each actual activity against Presidential Regulation No. 10 of 2021 as amended by No. 49 of 2021 and any sector rule. Do not infer the limit from a KBLI number alone.

Step 3: Recheck KBLI 2025

BKPM and BPS clarified in 2026 that existing licenses do not become invalid solely because of the KBLI 2025 transition. A code-only mapping may be handled automatically.

A substantive change to the company’s purpose or activities can require a notarial amendment and AHU or OSS adjustment. If business scope also changes, see how PT PMA KBLI changes are handled.

Step 4: Update the corporate record in AHU

Complete the required corporate action and make sure AHU reflects the correct shareholders, nationality, management, capital, and company-purpose data.

Step 5: Use the OSS Move Status flow

The official OSS guide places the route under Business Licensing, Change, Change of Business Entity, then Move Status. Review the company profile, shareholders, management, and capital before submission.

Step 6: Resolve validation issues at the source

Validation can expose problems with KBLI eligibility, AHU data, ownership, or capital. Correct the underlying record. If OSS conflicts with current regulation, document the message and seek official clarification.

Step 7: Review licensing and reporting after the change

Article 227(6) can require adjustments to investment value, capital, requirements, or activity risk level. If LKPM applies, use the quarterly LKPM guide for PMA companies.

Do existing NIB and business licenses remain valid after the PMA change?

A PMDN to PMA status change does not automatically invalidate every NIB or business license. The KBLI 2025 transition and the change to PMA status are separate compliance questions.

BKPM and BPS state that existing licenses remain valid solely through the KBLI 2025 transition. Separately, Article 227(6) can require PMA-related adjustments to investment, capital, requirements, or risk level.

Review every activity in OSS and any sector approval. A license can survive a KBLI code transition but still need adjustment because foreign ownership changes the activity’s regulatory treatment.

What happens to subsidiaries when the parent PT becomes PMA?

Article 227(4) requires subsidiaries to follow the PMA status change, while Article 227(5) applies the status-change provisions to them mutatis mutandis.

The current Article 227(4) does not state the old one-year deadline. Do not treat that omission as proof that no timing requirement can arise from another rule, sector condition, or live OSS instruction.

How long does a PMDN to PMA conversion take and what does it cost?

The Article 227 provision and official OSS guide reviewed for this article do not give one universal end-to-end completion period or conversion fee.

Timing and cost depend on the transaction, notarial work, AHU changes, OSS validation, sector approvals, document translation or authentication, and subsidiary work. Build the budget and schedule after a readiness review.

What can go wrong if foreign ownership closes before the company is ready?

The main risk is closing the foreign ownership transaction before the company has cleared the rules and records needed for PMA status.

The activity does not support the intended foreign ownership

A sector restriction can make the proposed shareholding noncompliant. Solving that after closing may require ownership restructuring or changes to the business scope.

AHU and OSS show different corporate facts

A deed can change while OSS still carries older shareholder, capital, or activity data. Reconcile the records before treating the status change as complete.

Contracts need consent or notice

The company remains the same legal entity, but the ownership change can trigger lender consent, lease notices, franchise terms, termination rights, or other change-of-control provisions.

The parent conversion creates subsidiary work

Article 227(4) can extend the PMA change to subsidiaries. Review the group before closing so capital, ownership, license, and contract issues do not surface afterward.

Should you convert the existing PT or establish a new PT PMA?

Conversion keeps the same Indonesian legal entity, which can help with operating continuity. It does not guarantee that contracts, financing arrangements, or licenses continue without consent, notice, or adjustment.

If a new entity is more suitable, use the guide to registering a new PT PMA. That page covers incorporation rather than conversion of an existing company.

What should you prepare before filing the PMDN to PMA status change?

Prepare one verified data set that the transaction documents, notary, AHU, OSS, licensing review, and contract review can all use.

• Corporate records: current deed, amendments, shareholder register, management data, approvals, and incoming investor documents.
• Ownership and activity review: actual business activities, KBLI 2025 mapping, foreign ownership conditions, and sector approvals.
• Investment and capital: figures reconciled across the deed, AHU, and OSS, including any activity-specific Article 26 calculation.
• Contracts and financing: change-of-control, lender-consent, counterparty-consent, notification, and termination provisions.
• Licenses: NIB and licenses by activity and location, with KBLI transition issues separated from PMA-status requirements.
• Subsidiaries: ownership, capital, activities, licenses, and contract consequences for each affected company.

A transaction with a fixed closing date can leave gaps when notarial, AHU, and OSS work moves separately. A PT PMA registration service can coordinate those workstreams around one filing plan.