BKPM Reg. 5/2025: Indonesia's capital rules for PT PMA
Two figures every foreign investor needs before incorporating: IDR 2.5 billion paid-up at the bank, and IDR 10 billion total investment commitment per 5-digit KBLI on the NIB — realised over time, not upfront. This page is the plain-English breakdown of how the numbers work, what counts toward each, and the sector exceptions.
The two numbers, explained.
Cash deposited from shareholders' personal accounts into the corporate bank account during PT PMA incorporation. The bank issues a setoran modal letter used for the NIB application. Funds become available for legitimate business expenses immediately after.
Total investment value committed in the business plan, covering machinery, office, equipment, working capital, salaries — not just cash. Realised over time and reported quarterly via LKPM. Each additional KBLI on the NIB triggers another IDR 10 billion commitment.
Many third-party guides still cite "IDR 10 billion paid-up" — that was the rule before 2021 and it is wrong today. Wiring USD 640K into a corporate bank account at incorporation is unnecessary; you only need IDR 2.5 billion in cash. The IDR 10 billion is a multi-year commitment you realise through normal business spending.
BKPM 5/2025 vs. the prior BKPM 4/2021 regime.
The headline numbers (IDR 2.5b paid-up + IDR 10b commitment) are unchanged. Most substantive changes are in how the rules are administered:
Some agencies under 4/2021 grouped commitments at the 4-digit subgroup level (e.g. all of 6420 as one IDR 10b bucket). 5/2025 reaffirms that each registered 5-digit KBLI carries its own commitment — meaning a PMA with three 5-digit codes commits to IDR 30b total, not IDR 10b grouped.
Quarterly LKPM filings are now actively cross-checked against the cumulative commitment. Persistent under-realisation triggers BKPM correspondence faster than under the 4/2021 regime; a NIB suspension for unfiled LKPM is now a more credible enforcement step.
Pure holding companies under KBLI 64200 retain the standard threshold but BKPM now requires evidence that the holding company itself has substantive activity (not just shell ownership of subsidiaries). The investment commitment must be against the holding entity's own balance sheet, not consolidated subsidiary investment.
PMAs incorporated under BKPM 4/2021 are grandfathered for KBLIs already on their NIB at the time 5/2025 took effect. New KBLI additions to existing NIBs after October 2025 apply the new rules.
When the sector regulator sets a higher floor.
BKPM 5/2025 is the default. Several sector regulators set their own minimums that supersede the IDR 2.5b / 10b numbers — when both apply, the higher number wins.
This list isn't exhaustive. We confirm sector-specific minimums against the latest regulator guidance for the specific KBLIs you're registering, before incorporation — wrong assumptions here are expensive to unwind.
How the IDR 10 billion is realised.
The investment commitment is a total-investment figure — broader than just cash capital. The categories below all count toward realisation in your LKPM.
Office, building, land
Lease deposits, fit-out costs, owned property used for the business — measured at original cost or appraised value.
Machinery & equipment
Production equipment, IT hardware, vehicles, tools — the depreciated book value as recorded in audited financials.
Working capital
Cash held for operations, accounts receivable, inventory in regular business cycles. Not the same as paid-up capital.
Salaries & operating expenses
Employment costs paid to staff (Indonesian + foreign), professional fees and other operating expenses since incorporation.
Intangibles
Software licences, trademark filings, technology transfer payments, R&D expensed during the period.
Loans & shareholder advances
Working-capital loans drawn down and shareholder loans booked against the entity. Not double-counted with paid-up capital.
Difference between BKPM Regulation 4/2021 and 5/2025.
The 2025 update kept the IDR 10 billion total investment commitment intact (the headline number every guide cites) but materially changed three other areas: the paid-up capital, a new lock-up rule, and treatment of multi-outlet F&B and supporting business activities. Side-by-side:
| Topic | BKPM Reg. 4/2021 (former) | BKPM Reg. 5/2025 (current) |
|---|---|---|
| Paid-up capital (PMA) | IDR 10 billion (unchanged from earlier rule, not enforced for years) | IDR 2.5 billion — formally codified at the lower number |
| Total investment commitment | IDR 10 billion+ per 5-digit KBLI (excl. land & buildings) | IDR 10 billion+ per 5-digit KBLI (unchanged) |
| Paid-up capital lock-up | No formal lock-up | 12 months from incorporation; withdrawals only for assets, construction, payroll |
| F&B multi-outlet IDR 10b base | Per outlet/branch (effectively prohibitive for foreign chains) | Per city/regency — each outlet in same city counts toward one IDR 10b |
| Supporting business activities | Cost-only; could not generate revenue | May generate revenue if listed in Articles of Association and KBLI meets IDR 10b minimum |
| Subsidiary cascade | Locally-incorporated PTs sometimes treated as PT lokal even with foreign parent | Any PT with foreign direct/indirect parent automatically takes PMA status |
| KBLI taxonomy | KBLI 2020 (BPS Reg. 2/2020) | KBLI 2025 integration (BPS Reg. 7/2024) — transition window through end-2026 |
| LKPM enforcement | Quarterly filing required; loose enforcement | Quarterly filing required; tighter monitoring of realisation vs. commitment, NIB suspension on persistent gaps |
| Effective date | Issued 11 March 2021; effective 2 April 2021 | Issued 1 October 2025; effective 2 October 2025 |
Pre-existing PMAs incorporated under Reg. 4/2021 are grandfathered for the numbers in their original akta and NIB, but new KBLI registrations or NIB amendments after 2 October 2025 apply Reg. 5/2025 rules in full.
What an NIB lets you do — by OSS risk tier.
The NIB is not a single uniform license. Its operational scope depends on the OSS risk classification of your KBLI activity. A high-risk NIB initially permits only preparatory work — commercial operation unlocks later via a separate Standard Certificate or Operating License. Plan capex sequencing accordingly.
| Risk tier | What the NIB authorises | Additional permit needed? | Typical commercial-operation gate |
|---|---|---|---|
| Low | Full operation — commercial activity from day 1 | No | NIB issues → operate immediately |
| Medium-Low | Operation under self-declared standards | Standard Certificate (self-declared) | NIB + self-declared compliance statement |
| Medium-High | Operation after verification | Standard Certificate (verified) | NIB + ministry-verified Standard Certificate |
| High | Preparatory activities only — land clearing, construction, fit-out, equipment installation. Not commercial operation. | Operating License (Izin) | NIB → preparatory work → ministry Operating License → commercial operation |
The risk classification per KBLI is published in OSS RBA and reflected on every kbli.co.id detail page in the "Risk-by-scale matrix" block. PMAs always register at theBesar (Large) scale, so the Large-scale risk row is the binding number for foreign-investor planning.
The official decree text and where to find it.
The binding legal text is the Indonesian original published by the Ministry of Investment / BKPM. Our summary on this page works from that text directly.
Peraturan Menteri Investasi dan Hilirisasi / Kepala Badan Koordinasi Penanaman Modal Nomor 5 Tahun 2025
tentang Tata Cara Pemberian Perizinan Berusaha Berbasis Risiko
Common questions about BKPM Reg. 5/2025.
What is BKPM Regulation No. 5 of 2025?
BKPM Reg. 5/2025 (Peraturan BKPM Nomor 5 Tahun 2025) is the implementing regulation that sets the minimum-capital framework for PT PMA — Indonesian limited-liability companies with any foreign shareholding. It came into effect in October 2025, replacing BKPM Reg. 4/2021 (Perka 4/2021). Together with Pres. Reg. 10/2021 (the BUPM Investment Business Fields list) it governs which activities a PMA can enter and at what capital scale.
What are the actual capital numbers for a PT PMA?
Two distinct figures: (1) IDR 2.5 billion paid-up capital, the cash that must be deposited into the company's bank account at incorporation — roughly USD 160,000. (2) IDR 10 billion total investment commitment per 5-digit KBLI registered on the NIB, realised over time through machinery, office space, salaries, working capital. This second figure is reported quarterly via LKPM and is not required upfront. Many third-party agencies still cite "IDR 10 billion paid-up", which is the old (pre-2021) rule and is wrong.
Why per-KBLI? What if my business needs multiple KBLIs?
The IDR 10 billion commitment applies per 5-digit KBLI selected on your NIB, not per company. A holding company registering KBLI 64200 plus consulting services KBLI 70209 would commit IDR 20 billion total. This is intentional — the regulation discourages "umbrella" KBLI registrations and pushes investors to scope tightly to the activities they actually plan to operate. If you incorporate with three KBLIs you couldn't realistically realise IDR 30 billion across, expect your LKPM to flag the mismatch.
Does the IDR 10 billion need to be paid in cash?
No. The investment commitment is a total-investment figure that includes machinery, equipment, office facilities, vehicles, intangible assets, working capital and salaries — anything the PMA actually invests in the business. Paid-up capital (the IDR 2.5b) is the only figure that must be cash-in-bank at incorporation. The remainder is realised over time and reported through LKPM each quarter.
How is the IDR 10 billion realised? What's the timeline?
There is no hard deadline by which the IDR 10b must be realised, but BKPM monitors quarterly LKPM filings to track realisation against commitment. Practical reality: most foreign investors realise the bulk in years 1-3 through capex (offices, equipment) and working capital. Persistent under-realisation can trigger LKPM warnings and, in extreme cases, NIB suspension. Sector-specific guidance varies — financial services tend to be more closely watched than e-commerce or services.
What sectors have higher minimums than the BKPM 5/2025 default?
Several. OJK-regulated activities (banking, insurance, financing, fintech P2P, securities) carry their own paid-up capital floors set by the financial-services authority — banking is IDR 3 trillion paid-up; fintech P2P is IDR 25 billion. ESDM (energy & mining) sets activity-specific minimums for IUP / IPL holders. Kemenkes (health) sets minimums for hospitals and clinics. Kominfo (tech) sets minimums for telco operators and PSE-registered platforms. BKPM 5/2025 is the default; the sector regulator wins when it sets a higher number.
I'm a 100% Indonesian-owned PT (no foreign shareholders) — does this apply to me?
No. BKPM Reg. 5/2025 governs PMA only — PT lokal (companies with 100% Indonesian shareholders) is not subject to these floors. Paid-up capital for PT lokal is set by the founders in the akta and follows UU Cipta Kerja / PP 8/2021 — typically IDR 50 million to IDR 500 million for SMEs. See our domestic PT setup page for details.
How does this interact with the BUPM list (Pres. Reg. 10/2021)?
BUPM tells you whether a foreign investor can enter the activity at all — closed, conditional with cap, SME-reserved, partnership-required, or open. BKPM 5/2025 tells you the capital requirements once you're entering an open or conditional KBLI. The two regulations layer: a KBLI on the conditional list with a 49% foreign cap still needs the BKPM 5/2025 capital evidence on the foreign portion. A closed KBLI is closed regardless of whether you can meet the capital.
What changed vs the prior BKPM Reg. 4/2021?
The 2025 update kept the IDR 10b per-KBLI commitment unchanged (the headline number every guide cites) but tightened LKPM enforcement, clarified the per-5-digit-KBLI scope (some agencies were grouping by 4-digit subgroup), and adjusted treatment of conduit / holding structures. Pre-existing PMAs incorporated under the 2021 regime are grandfathered in but new KBLI registrations on existing NIBs apply 5/2025 rules.
How is paid-up capital actually deposited and verified?
After AHU approves your akta pendirian (deed of establishment), you open a corporate bank account. The IDR 2.5b is wired in from the shareholders' personal accounts. The bank issues a setoran modal letter (capital deposit confirmation) which becomes part of the NIB application package. BKPM/OSS doesn't hold the money — the verification is documentary. Note the 12-month lock-up rule introduced by Reg. 5/2025: the IDR 2.5b cannot leave the company's account for one year *except* to cover specific operational uses (asset purchases, construction, payroll). Distributions, intra-group transfers, and shareholder loans booked against the paid-up capital are blocked during the lock-up window.
What is the 12-month paid-up capital lock-up?
A new restriction introduced by BKPM Reg. 5/2025: the IDR 2.5 billion paid-up capital must remain in the company's bank account for at least 12 months from incorporation. Withdrawals are permitted only for operational uses defined in the regulation — purchase of business assets, construction or fit-out costs, and payroll. Any other movement (distributions to shareholders, intra-group sweeps, shareholder loans repaid out of paid-up, parking funds offshore) is non-compliant during the lock-up and can trigger BKPM enforcement plus an LKPM flag. The intent is to prevent "show capital" structures where funds enter at incorporation and exit the next day.
Can supporting business activities now generate revenue?
Yes — this is one of the meaningful liberalisations in Reg. 5/2025. Historically a PMA's "kegiatan penunjang" (supporting business activities) could exist on the AHU akta but were treated as cost-only and could not invoice customers. Reg. 5/2025 allows supporting activities to be monetised, provided they are listed in the company's Articles of Association and the underlying KBLI meets the IDR 10 billion investment minimum. In practice this gives PMA holding companies and shared-services entities a much cleaner path to recharge intra-group services, which previously required a separate operating PMA.
How does the IDR 10 billion apply to F&B businesses with multiple outlets?
For the food & beverage sector specifically, Reg. 5/2025 calculates the IDR 10 billion investment commitment per city/regency, not per branch. A foreign-owned coffee chain opening five outlets within Jakarta is one IDR 10b commitment for the city, not five. Open a sixth outlet in Bandung (a different city/regency) and a separate IDR 10b commitment kicks in. This is a meaningful reform — the prior "per outlet" interpretation made multi-location F&B operations effectively impossible for foreign investors and pushed most into franchising.
If I buy an Indonesian local company (PT lokal), does it become a PMA automatically?
Yes, by cascade. Under Reg. 5/2025 (consistent with PP 28/2025 and BKPM's structural-status rules), any PT whose direct or indirect parent is foreign-owned takes on PMA status — and is subject to PMA capital floors, BUPM ownership rules, and LKPM filing. This catches investors who try to "buy a local PT to avoid PMA rules": once a foreign holding sits above it, the local PT becomes a PMA in fact, and BKPM can audit retroactively. The cleanest treatment is to either incorporate as PMA up-front or restructure within 12 months of acquisition with proper LKPM disclosure.
How long do existing PMAs have to migrate from KBLI 2020 to KBLI 2025 codes?
BPS Regulation No. 7 of 2024 published the KBLI 2025 taxonomy (effective 1 January 2025) and OSS RBA is integrating the new codes alongside the legacy 2020 list during a transition period running through end-2026. Existing PMAs with KBLI 2020 codes on their NIB are mapped automatically by OSS to the equivalent 2025 codes; no action is required for codes with a clean 1:1 mapping. Where a 2020 code splits into multiple 2025 codes (or merges), companies receive an OSS notification and must confirm the correct successor code on the next NIB amendment. Sector regulators (OJK, ESDM, Kominfo, Kemenkes) are issuing their own implementing guidance with sector-specific transition deadlines — financial-services activities are expected to migrate first.
What happens if I want to add a new KBLI to an existing PMA?
You file a perubahan NIB (NIB amendment) via OSS. Each new 5-digit KBLI added triggers a fresh IDR 10 billion commitment that must be realised over time. Adding three new KBLIs to an existing 2-KBLI PMA means the total commitment goes from IDR 20b to IDR 50b — your future LKPM filings need to reflect realisation against the larger total.
Where can I read the actual regulation text?
The official text is published on JDIH BKPM (jdih.bkpm.go.id) — the legal database maintained by the Ministry of Investment and Downstream Industry / BKPM (Kementerian Investasi dan Hilirisasi / Badan Koordinasi Penanaman Modal). It's in Bahasa Indonesia. For investor-facing summaries, the ministry publishes English fact-sheets via investindonesia.go.id, but the binding text is the Indonesian original. We work from JDIH directly for our compliance work.
What is "Fiktif Positif" / deemed approval?
A meaningful citizen-friendly mechanism in the OSS framework: if a competent authority (e.g., for a technical approval underlying a Standard Certificate or Operating License) doesn't respond within its published Service Level Agreement (SLA) timeframe, the application is automatically deemed approved and the OSS system proceeds. This shifts the burden onto government to act on time — silent delays no longer block investors indefinitely. In practice the OSS portal flags the deemed-approved status and downstream licenses unblock automatically. Fiktif Positif applies to most non-discretionary technical approvals; sensitive or high-risk approvals retain manual review.
How does the IDR 10 billion calculation work for hotels, property, agriculture and livestock?
Article 26, Paragraph 5 of Reg. 5/2025 carves out an important exception: while the IDR 10 billion total investment commitment generally excludes land and buildings (land cost can be unpredictable and would distort the metric), for specific asset-heavy sectors — Property, Accommodation including Hotels, Agriculture, and Livestock — land and buildings ARE included in the IDR 10 billion calculation. This makes the threshold practically attainable for these sectors where the land/building component is a substantial fraction of total investment. For other sectors (manufacturing, services, trade, IT) land and buildings remain excluded, so machinery + working capital + payroll + intangibles must hit IDR 10 billion on their own.
When is the LKPM (Investment Activity Report) due each quarter?
The LKPM (Laporan Kegiatan Penanaman Modal — Investment Activity Report) is filed quarterly via OSS. Under the current schedule the deadline is the 15th of the month following each calendar quarter — i.e., 15 April (Q1), 15 July (Q2), 15 October (Q3), 15 January (Q4). This is a shift from the older 10th-of-the-month deadline that some legacy guidance still references. Late or missing LKPM filings escalate to SP1 (warning), SP2 (suspension threat), SP3 (NIB suspension), then revocation — the enforcement chain we cover in the LKPM resource page.
How long do I have to realise the IDR 10 billion investment commitment?
There is no hard deadline by which the full IDR 10 billion must be deployed, but Reg. 5/2025's Appendix II ("Operational Readiness Timeline") sets the framework BKPM uses to evaluate progress. The appendix defines two reference windows: an "Optimistic" timeline of approximately 4.5 years and a "Pessimistic" timeline of approximately 15.5 years for full project realisation, varying by KBLI. Investors at or near the optimistic end signal a healthy investment; falling beyond the pessimistic window typically triggers BKPM monitoring, LKPM warnings, and (if persistent) NIB suspension on the unrealised KBLIs. M&A practitioners cite Appendix II when evaluating whether an acquired PMA is "stagnant" — a recurring red flag in due diligence.
What's the difference between a Low-Risk and High-Risk NIB under OSS?
OSS classifies every KBLI activity into a risk tier (Low, Medium-Low, Medium-High, High) and the NIB issued has different operational scope by tier. For Low-risk activities the NIB acts as both the registration AND the full operating license — the PMA can immediately conduct commercial activity once the NIB issues. For High-risk activities the NIB initially permits only "preparatory activities" (land clearing, construction, fit-out, equipment installation) — commercial operation is unlocked only after the additional Standard Certificate or Operating License is issued by the relevant ministry. Medium-Low and Medium-High sit between, requiring a Standard Certificate (self-declared or verified) before commercial operation. Investors planning capex spend before commercial operation begins are operating under the preparatory-activity scope; ensure the certificate path is mapped from day one to avoid stalls.
I bought a local Indonesian PT (PMDN) — when does the 12-month lock-up start?
A non-obvious detail with significant M&A consequences. When a local PT (PMDN) becomes foreign-owned (PMA status by acquisition), the 12-month paid-up capital lock-up under Reg. 5/2025 starts from the date the foreign status is registered in OSS — not from the original PT's incorporation date. Practical implication: a local PT that has been operating for years suddenly becomes subject to lock-up restrictions on its IDR 2.5b paid-up component once the foreign acquirer steps in. Acquisition documentation should plan for this: any planned distributions, intra-group cash sweeps, or shareholder-loan repayments out of paid-up capital must wait 12 months from the OSS status-change date. Operational uses (asset purchases, construction, payroll) remain permitted during the lock-up.
Cite this page.
For legal briefs, academic papers, journalist articles or LinkedIn write-ups — ready-to-paste citations in three common styles.
For binding legal text, cite the original Indonesian decree directly via JDIH BKPM. This page is a plain-English summary maintained by the KBLI Directory editorial team; it is not legal advice.
