What is the difference between a PT and a CV?

A PT (Perseroan Terbatas) (Limited Liability Company) is a legal entity that is separate from its owners and has limited liability. CV (Commanditaire Vennootschap) is an unincorporated form of business with two types of allies, namely active allies and committal allies. CVs have unlimited liability for active allies.

How long does it take to establish a company?

The process of establishing a company usually takes about 2-4 weeks, depending on the completeness of the required documents and the type of licenses needed.

How do I change company data after it has been established?

Changes to company data, such as changes in address, company name, or management structure, can be made through a General Meeting of Shareholders (GMS), and a deed of amendment must be drawn up by a notary. After that, the changes must be reported and registered through the Online Single Submission (OSS) system and other relevant agencies.

What is a Business Identification Number (Nomor Induk Berusaha) (NIB) and why is it important?

The Business Identification Number (NIB) is proof of registration / registration of business actors issued by the OSS Institution. NIB is a thirteen-digit random number that is secured and accompanied by an electronic signature. Currently, NIB also functions as TDP (Tanda Daftar Perusahaan) (Company Registration Certificate), API (Angka Pengenal Impor) (Import Identification Number), so it is mandatory for every company to be able to carry out its business activities legally in Indonesia.

What is the investment priority list, and how does it affect businesses? 

In an effort to attract more investors to play a role in developing the country, the government has taken all necessary steps to speed up the administrative process by ensuring certainty of license granting, ease of access, transparency, and timeliness. This is done by releasing an investment priority list established under Presidential Regulation No. 10 of 2021.

The investment priority list is divided into three sectors:

• Priority Sectors: This sector includes national strategic projects that are capital-intensive and oriented towards research, development, and innovation. In addition, these sectors are export-oriented, belong to pioneer industries such as metals, oil refineries, renewable energy, and sea transportation, and use high-level technology.
  
  
• Cooperatives and Micro, Small, and Medium Enterprises (Usaha Mikro, Kecil, dan Menengah) / (UMKM) Sector: Regulations in this sector are designed to be fair to both small and large enterprises. Large companies must partner with local UMKM to obtain licenses and incentives from the Investment Coordinating Board (Badan Koordinasi Penanaman Modal) / (BKPM). Informal UMKM can become formal by obtaining a Business Identification Number (Nomor Induk Berusaha) (NIB), which allows access to banking facilities. Local governments are obliged to facilitate UMKM in partnerships, obtaining capital, and marketing products.
  
  
• Sectors with Specific Requirements or Restrictions: Some business sectors have 100% foreign capital or domestic capital ownership requirements. 

There are 14 sectors that are open to investors on the investment priority list, while six others remain closed. This regulation covers more than 245 business fields, including transportation, energy, distribution, construction services, media, and telecommunications. Investors who invest in priority industries are entitled to incentives. These incentives include income tax reduction (tax holiday), tax reduction for taxable income (tax allowance), exemption from import duties, and/or non-fiscal incentives in the form of ease of business licensing, licensing for the implementation of business activities, provision of supporting infrastructure, and guarantee of energy or raw material availability. These fiscal and non-fiscal incentives are intended to increase investment realization, economic growth, and job creation. 

Can a foreigner be the head of a company?

Yes, a foreigner can be the President, Director, or Commissioner of a company, except for positions that take care of personnel, such as Personnel Director. This is regulated in Article 42, paragraph 5, of Law 13/2003 (as amended): “Foreign workers are prohibited from occupying positions that manage personnel.”

In addition, this is also emphasized in the Decree of the Minister of Manpower No. 228/2019 concerning Certain Positions that Can Be Occupied by Foreign Workers, which reads: “The position of Commissioner or Director who does not take care of personnel is permitted to be occupied by Foreign Workers, as long as it does not conflict with the provisions of laws and regulations.” 

What is a Certificate of Worthiness (Sertifikat Layak Fungsi) (SLF), and how do I get one?

SLF is a certificate stating that a building has met the requirements of safety, health, comfort, and convenience issued by the local government, except for special building buildings, by the central government, to certify the feasibility of building functions as a condition for utilization as stipulated in the Minister of Public Works and Public Housing Regulation (PUPR Regulation) Number 27/PRT/M/2018 for special function buildings.

SLF applications can be made by visiting the office of the One-Stop Investment and Integrated Services Agency (Dinas Penanaman Modal dan Pelayanan Terpadu Satu Pintu) or local government for buildings other than special function buildings and the Minister of PUPR for special function buildings in the Special Capital Region (DKI) Jakarta. Meanwhile, SLF for buildings in other provinces is addressed to the governor.