Pay fee for obtaining clearance of company name
The process of company name clearance must be done through a computerized processing system, the reservation and clearance is most commonly done in practice by a notary public. The notary must first pay the fee of IDR 100,000 to obtain clearance for the proposed company name. The payment is made by the notary at an online platform called yap (https://yap.id).
Time and cost: Less than 1 day (online procedure), IDR 100,000
Obtain clearance for the company’s name at the Ministry of Law and Human Rights
To obtain the clearance for company name, the notary inserts a code online when reserving the company name as proof of payment. The reserved name will be blocked for 60 days. If the founding shareholders are confident that the same name has not been used by another Indonesian company, this procedure is not necessary.
The company must not use a name which:
- Has been lawfully used by another company or is similar to the name of another company;
- Contravenes public order and/or decency;
- Is identical or similar to the name of a state agency, government agency, or international agency, except with their approval;
- Does not conform to the purposes and objectives and business activities of the company, or only designates the purposes and objectives of the company without having its own name;
- Consists of numbers or a set of figures, a letter or a set of letters that do not form any words; or
- Means a Company, a legal entity, or a civil enterprise (persekutuan perdata).
The Ministry of Law and Human Rights may reject a name application reservation if the requested name is, among others, the same or resembles similarities to name of other companies.
According to Article 4 of MoLHR Reg. No. 1/2016, an electronic application must be submitted for the use of the company’s name to the Ministry of Law and Human Rights (“Minister of MOLHR”) through Legal Entity Administration System (Sistem Administrasi Badan Hukum, SABH). Such application shall be performed by filing the Company’s Name Application Form which at least contains of the following information: (a) payment number of the approval of the use of the company’s name; and (b) booked name of the company.
The approval of the company’s name by the Minister of MOLHR shall be given electronically, as regulated under MoLHR Reg. No.1/2016, which at least contains of the following information:
- Booking number of the name of the company;
- Name of the company which may be used;
- Date of booking;
- Expiry date; and
- Payment code.
Time and cost: Less than 1 day (online procedure), included in procedure 3
Pay the non-tax state revenue (PNBP) fees for legal services
The requirement to pay the non-tax state revenue fee (Penerimaan Negara Bukan Pajak, PNBP) for legal services in relation to the establishment of a company (PT) is established by Schedule 1 of the Government Regulation No. 45 of 2016. The payment is made by the notary at an online platform called yap (https://yap.id/).
The cost breakdown is as follows (as determined by Regulation No. 8 of 2018 of the Ministry of Law and Human Rights of the Republic of Indonesia):
- 500,000 IDR for validation of company as legal entity;
- 430,000 IDR for publication in State Gazette and publication in the Supplement State Gazette.
Time and cost: Less than 1 day (online procedure), IDR 500,000 (validation of company as legal entity) + IDR 430,000 (publication)
Arrange for a notary to obtain the standard form of the company deed and notarize company documents
The notary must obtain the standard form for the company deed, which the business founders will complete and review according to the provisions agreed by them. The notary will then notarize the company documents (notarial deed, also known as the deed of establishment, and articles of association).
Per Regulation No. 8 of 2018 of the Ministry of Law and Human Rights of the Republic of Indonesia, the notary fees for preparation and notarization of company documents are:
- IDR 500,000 for companies with a capital of up to IDR 25 million;
- IDR 2 million, for companies with a capital of up to 500 million; and
- IDR 4 million for companies with a capital up to IDR 1 billion.
Time and cost: 1 day, see procedure details
Make a company seal
Agency: Seal maker
Even if company stamps are not legally required in Jakarta, companies need to stamp all applications. Institutions will not receive and approve any documents without the stamp of the company.
Time and cost: 1 day, IDR 30,000
Apply to the Ministry of Law and Human Rights for approval of the deed of establishment
Agency: Ministry of Law and Human Rights
Based on Articles 9, 10, 29 and 30 Indonesian Company Law No. 40 year 2007, the application for approval of Ministry of Law and Human Rights (the “Ministry of Law”) on establishment of company can be filed electronically by attaching with the certificate of bank account and a copy of the relevant bank transmittal advice. The process is as follows:
- The application should be filled at the latest 60 days since the date of establishment deed;
- Since the application has already fulfilled, the Ministry of Law directly electronically stated no objection on said application. However, if the application is not fulfilled, the Ministry of Law will directly electronically state his objection on said application;
- In 30 days since the date of no objection by Ministry of Law, the applicant should submit the original application and supporting documents;
- 14 days after fulfillment of above requirements, Ministry of Law will issue the legalization on the establishment of the company;
- Data of company which its establishment has been approved by Ministry of Law i.e. name, domicile, object and purpose, period, Capital Company will be inserted into Company Registry;
- The Ministry of Law will announce the establishment of company in Supplement State Gazette (TBNRI) within 14 days of the Ministry’s Approval Letter.
As of March 2014, the Ministry of Law and Human Rights issues the approval of the deed of establishment electronically.
Time and cost: Less than 1 day (online procedure), included in procedure 6
Apply for the Certificate of Company Domicile
The business founders must obtain a certificate of company domicile. This certificate is issued by the head of the village (the Lurah) where the company is located or by the building management if office space is leased. There is no official fee for this certificate.
Time and cost: 2 days, no charge
Apply for the single business number (NIB)
Agency: One Stop Integrated Service Body of SKI Jakarta Provincial Government – Ministry of Trade
The permanent business trading license (Surat Izin Usaha Perdagangan, SIUP) and the company registration certificate (Tanda Daftar Perusahaan, TDP) have been replaced in July 2018 by a single certificate, the single business number (NIB).
Companies register for the NIB using the new Electronic Integrated Business Licensing Services (Online Single Submission (OSS) portal) which became operational on 9 July 2018.
Time and cost: 1 day, no charge
Register with the Ministry of Manpower
Agency: Ministry of Manpower
Per Article 6 of the Law No.7 of 1981 concerning Mandatory Labor Affairs Report, the company shall submit a labor report to the Ministry of Manpower and Transmigration (“Minister of Manpower”) or the appointed officer within a period of no more than 30 days as of the establishment of the company. Such report shall contain the following information:
- Company identification;
- Manpower relation;
- Manpower protection; and
- Employment opportunity.
The labor report is submitted online via www.wajiblapor.kemnaker.go.id. The ratification of the registration of the mandatory labor affairs report is performed within a period of 1 working day as of the receipt of complete application.
Time and cost: 1 day, no charge
Apply for the Workers Social Security Program (BPJS Ketenagakerjaan) and for the Healthcare Insurance Program (BPJS Kesehatan)
Agency: Social Security Administrative Bodies (BPJS Ketenagakerjaan, BPJS Kesehatan)
The company’s employees must be registered with two Social Security Programs (Badan Penyelenggara Jaminan Sosial, BPJS), the Workers Social Security Program (BPJS Ketenagakerjaan) and the Healthcare Insurance Program (BPJS Kesehatan).
The Workers Social Security Program (BPJS Ketenagakerjaan) covers occupational accident security, old age security, pension security, as well as death security. Employers must participate as follows: (i) Big and medium scale business: participate in programs including occupational accident security, old age security, pension security, and death security program; (ii) Small businesses participate in programs including occupational accident security, old age security, and death security program; and (iii) Micro businesses participate in programs including occupational accident security and death security.
Employees must also be registered with the Healthcare Insurance program (BPJS Kesehatan), which requires the submission of the following information: name; nate of birth; name of the health service provider selected by the employee; and other personal information, including: family member(s), who will be covered by the health insurance program and salary information.
A joint application for both Social Security Programs can be submitted online at www.bpjs.go.id, using a form available at website. An electronic certificate is provided in 1 day. The applicant will also receive by post the membership card and certificate of registration.
Time and cost: 1 day, no charge
Obtain a taxpayer registration number (NPWP) and a VAT collector number (NPPKP)
Agency: Tax Office
It is necessary to register with the tax authorities and obtain a VAT collector number (Nomor Pokok Pengusaha Kena Pajak, NPPKP) and a taxpayer registration number (Nomor Pokok Wajib Pajak, NPWP). An application can be submitted at the relevant tax office where the company is located or online through http://www.pajak.go.id. To apply online, one must register at the website as a taxpayer and follow the procedures therein, by filling the form and attaching copies of the following:
- Deed of establishment;
- Identity card (KTP) of one of active Director;
- Statement letter regarding confirmation on place of business from one of the active Director (form is provided).
The NPPKP is provided online and the NPWP card and Registered Statement Letter is obtained within 1 calendar day upon the filing of the required document and without and fee, charge and/or retribution. The NPWP can be either collected at the tax office or received by post.
Time and cost: 1 day (simultaneous with previous procedure), no charge