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PT PMA vs PT PMDN in Indonesia: Key Differences, Legal Framework, and Setup Guide

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Thinking of starting a business in Indonesia? You’ve likely heard of two major business entity types: PT PMA (Foreign Investment Company) and PT PMDN (Domestic Investment Company). But what’s the real difference between them? Which one suits your business goals, budget, and structure? In this comprehensive guide, we break down everything you need to know from a legal, practical, and strategic perspective — under the Indonesian legal framework.

Key Takeaways

  1. PT PMA is for foreign investors; PT PMDN is for Indonesian nationals or entities.
  2. PT PMA requires a higher minimum capital (IDR 10 billion) than PT PMDN.
  3. PT PMA must register with BKPM and adhere to foreign investment regulations.
  4. PT PMA can only operate in sectors open to foreign ownership as per the Positive Investment List.
  5. PT PMDN enjoys more flexibility and lower compliance thresholds.
  6. Both entities must register through the OSS system.
  7. PT PMA faces different tax implications, especially for cross-border transactions.
  8. Expatriate hiring is more regulated under PT PMA.
  9. Choosing between PT PMA and PT PMDN depends on your nationality, capital, and industry.
  10. Kusuma & Partners can help you assess and register the right legal entity in Indonesia.

What is PT PMA? (Foreign Investment Company)

Definition and Legal Basis

PT PMA stands for Perseroan Terbatas Penanaman Modal Asing. It is a limited liability company established by foreign individuals or entities for conducting business in Indonesia.

Legal basis: Law No. 25 of 2007 on Capital Investment, along with Government Regulation No. 5 of 2021 and the Positive Investment List (PR 10/2021).

Who Can Set Up PT PMA?

  • Foreign individuals (non-Indonesian citizens)
  • Foreign companies (corporate shareholders)
  • Joint ventures with Indonesian partners

Key Characteristics of PT PMA

  • Must have minimum capital of IDR 10 billion, with paid-up capital of IDR 2.5 billion.
  • Can only operate in business sectors open to foreign investment.
  • Requires approval from BKPM (Indonesia Investment Coordinating Board).
  • Allows the hiring of foreign workers with KITAS (work permits).

What is PT PMDN? (Domestic Investment Company)

Definition and Legal Basis

PT PMDN stands for Perseroan Terbatas Penanaman Modal Dalam Negeri. It is a domestically owned limited liability company, formed exclusively by Indonesian nationals or entities.

Legal basis: Law No. 40 of 2007 on Limited Liability Company and Law No. 25 of 2007.

Who Can Set Up PT PMDN?

  • Indonesian citizens
  • Indonesian legal entities
  • 100% local ownership

Key Characteristics of PT PMDN

  • No foreign ownership allowed.
  • More flexible capital structure — no IDR 10 billion minimum.
  • Broader access to sectors restricted to local investors.
  • No need to report to BKPM for foreign investment approval.

Key Legal Differences Between PT PMA and PT PMDN

Ownership and Shareholding

AspectPT PMAPT PMDN
OwnershipForeign (≥1%)100% Indonesian
Joint VenturesAllowedNot applicable

Minimum Capital Requirements

PT PMA: IDR 10 billion minimum with IDR 2.5 billion paid-up.
PT PMDN: As per business scale; no fixed national requirement.

Business Sector Restrictions

  • PT PMA is subject to the Positive Investment List (PR 10/2021).
  • PT PMDN may access reserved sectors closed to foreign ownership.

Regulatory Authorities Involved

BKPM (Indonesia Investment Coordinating Board)

Foreign investment must be registered and approved by BKPM, which evaluates business sectors, shareholding, and compliance.

OSS (Online Single Submission) System

Both PT PMA and PT PMDN must be registered through the OSS system, introduced by Government Regulation No. 5 of 2021.

Taxation Differences Between PT PMA and PT PMDN

Corporate Taxation

Both entities are subject to Indonesia’s standard corporate income tax (22%). However:

  • PT PMA may face withholding taxes on dividends to overseas shareholders.
  • PT PMDN enjoys simpler domestic tax processes.

Withholding Tax and Cross-Border Transactions

PT PMA must comply with international tax treaties (P3B) and face higher compliance checks from the tax office (KPP Badan and KPP PMA).

READ MORE:

Employment Rules and Expatriates

Hiring Foreign Workers

  • PT PMA is permitted to hire foreign employees.
  • Required to prepare RPTKA (Foreign Manpower Utilization Plan).

KITAS and Work Permits

Each foreign worker must obtain a Work Permit (IMTA) and a KITAS (limited stay permit). PT PMDN generally cannot employ expatriates unless special exceptions apply.

Ease of Doing Business: Challenges and Opportunities

  • PT PMA faces higher upfront costs and tighter scrutiny.
  • PT PMDN offers faster incorporation, lower costs, and simplified licensing — but limits foreign participation.

Which Company Type is Right for You? (PT PMA or PT PMDN?)

  • If you’re a foreign investor with capital and looking to tap into Indonesia’s massive market — PT PMA is for you.
  • If you’re an Indonesian national or company, and want faster, less regulated entry — PT PMDN is ideal.

Practical Comments from Kusuma & Partners

As a law firm that has advised hundreds of clients, both foreign and local, we often get asked:

“Can I register a PT PMA just to get KITAS?”

Technically yes — but regulations demand real capital injection and operational intent. Regulators now monitor fake or inactive PMA companies closely. You need proper guidance to avoid red flags and stay compliant.

We help our clients structure, document, and register both PT PMA and PT PMDN in a legally sound and tax-efficient manner.

Conclusion

Setting up a business in Indonesia is a smart move — but you need to understand the legal identity you’re adopting. PT PMA offers access to foreign investors, while PT PMDN is reserved for domestic players. Choose the right vehicle, comply with the law, and make your investment worthwhile.

Need help registering your PT PMA or PT PMDN in Indonesia?

Contact Kusuma & Partners Law Firm today — your trusted legal partner for company setup, licensing, and corporate compliance in Indonesia.

“DISCLAIMER: This content is intended for general informational purposes only and should not be treated as legal advice. For professional advice, please consult with us.”

No. PT PMDN is strictly for Indonesian nationals and entities.

Yes, provided the business sector is open for 100% foreign ownership.

A list that governs which sectors are open or restricted to foreign investors.

Yes, by transferring shares to a foreigner and reporting to BKPM.

Corporate income tax, VAT (if applicable), and withholding taxes on cross-border payments.

Yes, but they must obtain KITAS and fulfill legal obligations.

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