PT PMA Minimum Capital Requirements in Indonesia: The 2026 Regulation Guide

PT PMA minimum capital in Indonesia now has two separate figures: a minimum paid-up capital of IDR 2.5 billion per company, and a minimum investment value of more than IDR 10 billion for each business activity a company registers. Both are set out in Minister of Investment and Downstreaming/Head of BKPM Regulation No. 5 of 2025, which took effect on October 2, 2025 and remains the current rule through 2026.

Those two numbers get confused constantly, and a fair amount of content online still quotes the old, pre-2025 figure as if it were current. This guide walks through what actually changed, what the two capital figures mean in practice, and a retention rule that almost nobody explains properly: once you deposit the paid-up capital, it cannot simply be moved out again for a year.

What Are the Current Capital Requirements for a PT PMA?

A PT PMA (Perseroan Terbatas Penanaman Modal Asing) faces three distinct capital figures at incorporation, and mixing them up is the single most common mistake foreign founders make. Each one answers a different question.

Paid-up capital is the only figure that must sit in a bank account as cash or valued in-kind assets on day one. The IDR 10 billion investment value is a commitment you work toward over time, tracked through quarterly reporting, not a deposit requirement. Authorized capital is largely a drafting choice, addressed further down.

What Changed Under BKPM Regulation No. 5 of 2025?

Before October 2025, Perka BKPM No. 4 of 2021 set minimum paid-up capital at a flat IDR 10 billion, matching the investment value figure almost exactly. That overlap was arguably the source of most of the confusion in the first place: founders assumed the two numbers were the same thing, because for years they basically were.

Perka BKPM No. 5 of 2025 changed that by cutting paid-up capital to IDR 2.5 billion while leaving the IDR 10 billion investment value untouched.¹ The regulation, issued under the umbrella of Government Regulation No. 28 of 2025 on Risk-Based Business Licensing (which itself replaced PP No. 5 of 2021), also revoked Perka BKPM No. 3, 4, and 5 of 2021 outright.² Three practical changes came with the lower capital figure:

• A 12-month retention requirement on the deposited paid-up capital, covered in detail below.
• An extended LKPM deadline, moved from the 10th to the 15th of the reporting month, with small businesses reporting semesterly and medium or large businesses reporting quarterly.
• A wider exemption list for LKPM obligations, now also covering upstream oil and gas, banking, non-bank financial institutions, and insurance, in addition to micro businesses and government-funded projects.

Dasar Hukum: The Legal Basis for PT PMA Capital Rules

Four instruments currently govern PT PMA capital, layered from statute down to implementing regulation.

1. Law No. 25 of 2007 on Investment, as amended by the Job Creation Law, giving foreign investors the underlying right to invest and repatriate profits. Still in force.
2. Law No. 40 of 2007 on Limited Liability Companies, as amended by Law No. 6 of 2023, governing authorized, issued, and paid-up capital for every Indonesian PT. Still in force.
3. Government Regulation No. 28 of 2025 on Risk-Based Business Licensing, effective June 5, 2025, replacing PP No. 5 of 2021. Still in force.
4. Perka BKPM No. 5 of 2025, effective October 2, 2025, the implementing regulation that sets the actual capital figures discussed in this article. Currently in force.

Paid-Up Capital, Authorized Capital, and Investment Value: What Is the Difference?

The three figures interact through a rule that sits outside BKPM’s own regulation entirely. Article 33 of the Company Law requires that at least 25 percent of a PT’s authorized capital be issued and fully paid up at incorporation.³ That is a floor, not a fixed ratio, and it matters more than most guides let on.

Because the floor is 25 percent, not exactly 25 percent, a PT PMA is not locked into setting authorized capital at four times its paid-up capital. In practice, notaries structure this two different ways, and both are compliant:

• Authorized capital set at IDR 2.5 billion, fully issued and paid. A hundred percent issued easily clears the 25 percent minimum, and the company’s capital structure is as simple as it can be.
• Authorized capital set higher, commonly IDR 10 billion, with only the 25 percent minimum, IDR 2.5 billion, issued and paid at incorporation. This leaves room to raise the issued share capital later without amending the authorized capital clause in the deed.

You will still find guidance, including some of our own older material, that states authorized capital “must” sit at IDR 10 billion. That framing overstates a legal floor into a hard rule. It is not wrong as a common structuring choice, but it is not the only compliant option. Confirm which structure fits your fundraising plans with your notary before the deed is signed.

How Does the 12-Month Capital Retention Rule Work?

This is the part of Perka BKPM 5/2025 that gets skipped most often, including by some competitor guides that describe the IDR 2.5 billion as freely spendable the moment the bank account opens. That is not quite accurate.

Article 27 of the regulation requires that once paid-up capital is deposited, it cannot be transferred out of the company’s account for at least 12 months from the date of deposit.⁴ The lock-up is not absolute. Funds can be used during that period for:

• Asset purchases directly tied to the business
• Construction or fit-out of business premises
• General company operations, including payroll, rent, and working capital

The company confirms this commitment through a self-declaration filed in the OSS system, in the format set out in Perka BKPM 5/2025’s Annex I. Violating the retention commitment, for instance by transferring the funds out for an unrelated purpose within the first year, exposes the company to administrative sanction under Article 27(4).⁵

How Does the IDR 10 Billion Investment Value Apply Per KBLI Code?

The investment value threshold is not a single company-wide number. Article 26 of Perka BKPM 5/2025 applies it per 5-digit KBLI business classification code, per project location.⁶ A company registered under two unrelated KBLI codes needs an investment plan exceeding IDR 20 billion in total, not IDR 10 billion shared across both.

The investment value can be built from several sources under Article 37: the company’s own capital, loans, retained earnings, or share premium.⁷ It also covers more than cash: land, buildings, machinery, other fixed assets, and working capital for one operating cycle all count toward the figure, and it is realized progressively rather than deposited up front.

“Location” is also not always read literally as a single physical address. For certain sectors, BKPM treats an administrative area as one location for this calculation, for example a full city or regency for food and beverage businesses, or an entire province for EV charging station operators, rather than pricing each site separately.¹¹ I have not been able to trace this to a specific article number through the law firm commentary reviewed for this piece, so confirm the exact scope for your sector with your advisor rather than assuming it applies uniformly.

You may also come across guidance suggesting that operationally connected KBLI codes, for instance wholesale and distribution lines run by the same group, can sometimes be consolidated into one investment plan instead of being multiplied per code.¹¹ This would matter a great deal if you are planning multiple related activities, but I could not independently verify the underlying article for it against the primary regulation or the law firm sources used elsewhere in this piece. Treat it as a question to raise directly with BKPM or your legal advisor before you rely on it, not as a confirmed rule.

What Happens If a PT PMA Misses Its Capital or LKPM Obligations?

Non-compliance is handled in stages, not as an immediate penalty, but the stages move faster than many founders expect. Under Article 373, administrative sanction can be triggered when a company fails to submit LKPM for two consecutive reporting periods, or repeatedly reports zero investment realization without explanation.⁸

Article 374 lays out a three-step warning ladder: a first written warning, a second warning, and a third warning, each giving the company a chance to submit a compliant report in the following period and have the sanction cleared. If the pattern continues past the warning stage, Article 376 authorizes revocation of the company’s Perizinan Berusaha, its underlying business license, communicated through the OSS system to all relevant government bodies.⁹

For the capital rules specifically, failing to honor the 12-month retention commitment carries its own administrative sanction path under Article 27(4), separate from the general LKPM sanctions above.

Do Existing PT PMA Companies Need to Adjust Their Capital?

If your PT PMA was incorporated before October 2, 2025, under the old IDR 10 billion paid-up capital rule, you are not required to reduce it. Articles 394 and 395 of Perka BKPM 5/2025 treat capital adjustment for existing companies as optional, available if the new structure suits the company better, not mandatory.¹⁰

This is one area worth flagging carefully rather than stating with full confidence. A small number of independent reports describe inconsistent handling at the registry level for older, smaller PT PMA formed under earlier rules, including capital figures predating even the 2021 tightening. I have not been able to verify how widespread this is from official sources, so if your company falls into that category, confirm your current status directly with your notary or Kemenkumham rather than assuming the general transitional rule applies cleanly to your specific filing history.

One related point worth knowing: BKPM’s lower paid-up capital threshold does not automatically change Investor KITAS eligibility. Individual investors applying for an Investor KITAS must still show at least IDR 10 billion in capital ownership, a threshold set separately by the Ministry of Law and Human Rights under Regulation No. 22 of 2023, not by BKPM.¹¹ Immigration rules are amended periodically, so verify the current threshold before finalizing your shareholding structure.

How Should Foreign Investors Structure PT PMA Capital in 2026?

Setting up a PT PMA in Indonesia in 2026 means treating capital as three separate decisions rather than one number to clear. Paid-up capital is real cash that needs a documented, defensible purpose for its first 12 months. Investment value is a multi-year commitment tracked through the registration and reporting process, multiplied by however many KBLI codes the company registers, unless your sector qualifies for one of the location or consolidation treatments worth double-checking above. Authorized capital is largely a drafting decision with more flexibility than most guides suggest.

Getting this structure wrong at incorporation is one of the more expensive mistakes to fix later, since it can mean a deed amendment on top of the original notary and registration fees. For founders who want the capital plan reviewed against their specific KBLI codes and shareholding structure, and the ongoing tax and compliance calendar that follows incorporation, working with a local advisor from the KBLI selection stage tends to be the cheaper path overall.

References

1. Ministry of Investment and Downstreaming/BKPM. (2025). Regulation No. 5 of 2025 on Guidelines and Procedures for Risk-Based Business Licensing and Investment Facilities Through OSS. Retrieved from
https://jdih.bkpm.go.id/id/document/peraturan-menteri-investasi-dan-hilirisasikepala-badan-koordinasi-penanaman-modal-nomor-5-tahun-2025-tentang-pedoman-dan-tata-cara-penyelenggaraan-perizinan-berusaha-berbasis-risiko-dan-fas

2. Government of Indonesia. (2025). Government Regulation No. 28 of 2025 on Risk-Based Business Licensing. Retrieved from
https://peraturan.bpk.go.id/Details/319773/pp-no-28-tahun-2025