How to Make a Legal Company in Indonesia?
How to make a legal company in Indonesia means we should register our company, so our company is listed legally. Business entities both in small, medium and large enterprises are very important to have a legal entity.
The legal entity shall protect the business entity from all claims resulting from activities carried on by the enterprise. The main characteristic of a legal entity is the separation of the wealth of the owner with the wealth of the business entity, so the owner is only responsible for the company’s assets.
The steps of how to make a legal company in Indonesia must meet the requirements below and follow the existing process.
Stages – stages of Establishment of Limited Liability Company
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Phase Submission Name of PT
This process aims to check PT name (is the PT Name already used or not?). The filing of this company’s name is registered by a notary through Minister Justice and Human Rights Legal Entity Administration System. The requirements are as follows:
- Attach original form and establishment of power of attorney;
- Attach a photocopy of Identity Card (“KTP”) of its founders and company managers;
- Attaching a photocopy of Family Card (“KK”) of the chairman / founder of PT
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Stage of Establishment Deed of Establishment PT
The making of the deed of establishment is conducted by a notary authorized throughout the territory of the Republic of Indonesia to further obtain the approval of the Minister of Minister Justice and Human Rights.
Usually this deed contains information about the name of the company, what kind of move, the name of the owners of capital, authorized capital, paid-up capital, company management such as who the president director, directors, and commissioners
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Phase of Establishment of Corporate Domicile Certificate (SKDP)
This letter you get from the village office where your company is located. Based on this letter, the head of village issued the same letter. To get a certificate of domicile, you need a copy of your company deed. Other requirements required are: Last year’s photocopy of Land and Building Tax (PBB), Lease Agreement or place of business contract for those domiciled not in office buildings, identity cards (KTP) of the Director, Permission Establish Build (IMB) if the PT is not in office building.
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Application Stage Taxpayer Identification Number (NPWP)
To obtain NPWP, you need a copy of the company deed and certificate of domicile. Application for registration of NPWP shall be submitted to the Head of Tax Service Office in accordance with the domicile of PT. Other requirements required are: personal NPWP of Director of PT, photocopy of ID Card of Director (or photocopy of Passport for foreign citizen, special PT PMA), SKDP, and deed of establishment of PT.
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The stages of Ratification of the Company’s Articles of Association by Minister of Justice and Human Rights
This application is submitted to the Minister of Justice and Human Rights for approval of the Company’s Articles of Association (deed of establishment). Required requirements include
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Phase of Submission of Trading Business License (SIUP)
SIUP is useful for PT can run its business activities. Application for registration of SIUP shall be submitted to the Head of Sub-Office of Industry and Trade and / or Cooperative of Micro Small Medium Enterprises and Trade of related city or regency in accordance with the domicile of PT.
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Stage Submission of Company Registration Certificate (TDP)
Application for registration shall be submitted to the Head of Sub-Department of Industry and Trade and / or Cooperative of Micro Small Medium Enterprises and Trade of related city or district in accordance with company domicile.
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Stage of the State Minutes of the Republic of Indonesia (BNRI)
After the company has compulsory list of companies and has been approved by the Minister of Justice and Human Rights, it must be announced in the BNRI of the company that has been announced in the BNRI, then PT has perfect status as a legal entity.
Founding Stage of the Foundation
Basically there are 3 stages in the founding process of the Foundation, that is
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Stage of Preparation
In the preparation phase, you and the other founders need to determine how much wealth will be set aside to become the initial wealth of the foundation. In addition to the wealth of the foundation, you also need to pay attention to the following matters:
- The name you want to use as the name of the foundation needs to be checked first. Unlike electronic company name checking, checking the name of the foundation is done manually, so it takes longer.
- Foundation can be established by one or more persons. The person referred to herein shall be an individual, either Indonesian citizen or foreigner or an Indonesian or foreign legal entity.
- Domicile address. In establishing the foundation, the domicile address to be used should be noted. In addition to being included in the founding deed of the foundation, this domicile will also be used in every document of the legality of the foundation.
- Builder foundation. Who can be the founder of the foundation is an individual who is also the founder of the foundation and / or person based on the decision of the meeting of members of the coach
- The board is the organ of the foundation that can perform the stewardship of the foundation and should not be a coach and / or supervisor. Usually the board consists of at least three people with their respective positions as chairman, secretary, and treasurer.
- The function of the supervisor is to supervise and advise the board in carrying out the foundation’s activities. At least one person is capable of performing legal acts that may be the supervisor of the foundation and should not be a coach and / or administrator.
- Business fields. Foundations can move in the social, religious, and humanitarian fields.
- The Foundation has no members.
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Registration and Legal Phase
Once the name of the foundation you submitted is still available, the next step is to create an Indonesian notary deed that explains the foundation of the foundation. For this stage, you need the services of a notary. When these conditions are complete, the founders jointly present to the Notary to sign the deed of establishment.
This foundation has been deemed established since the signing of the deed of establishment by the founders before the Notary. However, this Foundation has not yet become legal entity. Therefore, Notary will immediately process the legalization of the legal entity of the Foundation to the Ministry of Law and Human Rights of the Republic of Indonesia.
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Announcement Stage
The deed of establishment of a foundation that has been ratified as a legal entity shall be announced in addition to state news (the amount of announcement fee will be stipulated by government regulation)
Announcement shall be submitted no later than 30 days from the date on which the deed of establishment is ratified. As long as the announcement has not been made, the board of trustees is jointly responsible for all losses of the foundation.
Hopefully with this article, the question of how to make a legal company in Indonesia has been answered well. Good luck.
