How to Get a Deed of Establishment for a PT PMA in Indonesia

A Deed of Establishment (Akta Pendirian) is the notarial document that legally creates a PT PMA, sets out its Articles of Association, and names every shareholder, director, and commissioner, as required under Law No. 40 of 2007 on Limited Liability Companies. Without a properly drafted and notarized deed, a PT PMA cannot receive legal entity status from the Ministry of Law and Human Rights, and without that status, it cannot register through OSS, open a bank account, or hire staff.

What Is a Deed of Establishment for a PT PMA?

A Deed of Establishment is the founding legal instrument of an Indonesian limited liability company, PT PMA included. Under Article 7 of Law No. 40 of 2007, a company must be established by two or more persons through a notarial deed drawn up in the Indonesian language. That deed becomes the company’s constitution the moment it is signed, though the company does not yet have legal entity status until the Ministry of Law and Human Rights (Kemenkumham) ratifies it.

For a PT PMA specifically, the deed carries extra weight. It is the document that formally records foreign shareholding, the KBLI-classified business activities the company is allowed to pursue, and the capital structure that OSS will later cross-check when issuing the NIB. Get anything wrong here, and every downstream step inherits the error.

If you are still deciding whether a PT PMA is the right structure at all, InvestinAsia’s full guide on what a PT PMA is covers that groundwork first.

What Must the Deed of Establishment Contain?

Article 8 of Law No. 40 of 2007 sets a statutory floor for what the deed must include, on top of the Articles of Association. A notary who skips any of these leaves the deed vulnerable to rejection at Kemenkumham.

Founder and Management Details

Full legal names exactly as they appear on passports, dates and places of birth, occupations, addresses, and nationalities for every individual shareholder, director, and commissioner. Corporate shareholders list their registered domicile and legal entity details instead.

Company Identity and Purpose

The company’s full legal name, domicile address, and its business purpose, expressed through the KBLI codes the company will register under. Naming rules require at least three distinct words and Kemenkumham approval, under Government Regulation No. 43 of 2011.

Capital Structure

Authorized capital, subscribed capital, and paid-up capital, all stated in Indonesian Rupiah, plus the share distribution among shareholders. For a PT PMA, paid-up capital cannot fall below IDR 2.5 billion under BKPM Regulation No. 5 of 2025. Also read InvestinAsia’s guide to current PT PMA capital rules before finalizing this section, since paid-up capital and total investment value are frequently confused.

Notes from InvestinAsia Consultants: The deed’s capital section is where we see the most avoidable rework. A founder locks in a paid-up capital figure without checking it against the KBLI-specific investment threshold, then has to amend the deed once OSS flags the mismatch. Confirm both numbers with your notary before signing, not after.

How Do You Get a Deed of Establishment for a PT PMA?

Getting the deed itself is one focused stage inside a longer registration process. For the complete eight-step path from name reservation through NIB issuance, InvestinAsia’s complete 8-step PT PMA registration guide walks through every stage in sequence. This section zooms in specifically on the deed.

Step 1: Reserve Your Company Name First

A name reservation through AHU Online must clear before a notary can draft the deed, since the reserved name becomes the deed’s legal company name. Reservations hold for 60 calendar days.

Step 2: Choose a Licensed Indonesian Notary

Only a notary registered and licensed in Indonesia can draft and authenticate a Deed of Establishment. The notary drafts the deed based on your confirmed shareholder structure, KBLI codes, and capital figures, then submits it electronically to Kemenkumham through AHU Online once signed.

Step 3: Sign the Deed

Shareholders, directors, and commissioners sign in person before the notary, or through a Power of Attorney if signing remotely (see below). The deed is executed in Indonesian. An English translation is standard practice for foreign shareholders, though the Indonesian version governs legally.

What Documents Does the Notary Need From You?

For the full checklist covering every stage of PT PMA registration, not just the deed, see the complete requirements for establishing a PT PMA.

Can You Sign the Deed If You Are Outside Indonesia?

Yes. A shareholder or director who cannot appear before the Indonesian notary can grant a Power of Attorney (POA) to a representative, who signs on their behalf. The POA must be notarized in the shareholder’s home country. Whether it also needs an apostille or full embassy legalization depends on that country’s status under the 1961 Hague Apostille Convention, which Indonesia ratified through Presidential Regulation No. 2 of 2021. Countries that are Convention members accept a single apostille stamp. Countries outside it require legalization through the Indonesian embassy instead, a slower path.

Budget one to two weeks for this step if it applies to you. Investors who discover the apostille requirement midway through registration are consistently the ones who fall behind schedule, since courier time between countries adds up faster than the notary work itself.

How Long Does It Take to Get a Deed of Establishment?

Once your documents are complete and your name reservation has cleared, drafting and notarizing the deed itself typically takes three to five business days. That timeline assumes no apostille delay. Add one to two weeks if any shareholder is signing remotely from a country requiring apostille or embassy legalization.

The deed is only the second of eight sequential steps in full PT PMA registration. Kemenkumham approval, OSS-RBA registration, tax registration, and bank account setup all follow it. Total registration, start to finish, typically runs ten to twenty business days for prepared applicants.

How Much Does a Deed of Establishment Cost?

The notary fee is the main professional cost at this stage. It does not include the IDR 2.5 billion paid-up capital, which is the company’s own operating money, not a fee paid to anyone.

Deed of Establishment vs Articles of Association vs SK Kemenkumham: What’s the Difference?

Foreign founders regularly mix up three related but distinct documents. The Deed of Establishment is the notarial act itself, the physical document the notary drafts and shareholders sign. The Articles of Association (Anggaran Dasar) are the company’s internal rules of governance, incorporated into the deed rather than existing as a separate paper. The SK Kemenkumham is the Ministerial Decree Kemenkumham issues after reviewing the deed, and it is what actually grants the company legal entity status. You cannot open a bank account, register with OSS, or apply for licenses with the deed alone. You need the SK.

Also read: the most common PT PMA setup mistakes, which covers several document-sequencing errors founders make at this exact stage.

What Happens After the Deed Is Signed?

Once the deed is signed, the notary submits it electronically to Kemenkumham along with the required administrative fee. Kemenkumham checks it against Law No. 40 of 2007 and, if everything is consistent, issues the SK, the Ministerial Decree granting legal entity status. In many cases, the company’s NPWP is generated automatically at the same time through the integrated AHU-DJP system.

With the SK in hand, the company registers through OSS-RBA to obtain its NIB, the Business Identification Number that functions as its primary operating license. Every KBLI code, shareholder detail, and capital figure entered into OSS must match the deed exactly. A mismatch, even a differently formatted address, triggers a manual review flag.

Where Should the Company Be Registered: Jakarta or Bali?

The deed requirements themselves do not change by location. What differs is the domicile address the deed must record, and each region has its own zoning rules for commercial addresses. See PT PMA requirements in Jakarta vs Bali for the full comparison before you lock in a registered address in the deed.

Getting a Deed of Establishment right the first time saves weeks later. A single mismatch between the deed, the OSS filing, and the bank’s KYC file can mean a deed amendment, a new notary fee, and a fresh Kemenkumham submission, easily adding three to five weeks to a process that should take ten to twenty business days. InvestinAsia’s PT PMA registration service covers notary coordination, POA and apostille logistics for remote shareholders, and Kemenkumham submission, so the deed is right the first time.