Government Regulation No. 8 of 2021 on the Company’s Authorized Capital and Registration of Establishment, Change, and Dissolution of Companies that Meet the Criteria for Micro and Small Enterprises was officially signed by the government last month.
This PP is a derivative and supporting regulation of the Job Creation Law that was passed last year.
PP No. 8 of 2021 is a form of government support for the
With the enactment of this PP, there are various rules regarding Limited Liability Companies (PT) that have changed.
One of them is the simplification of requirements in establishing a PT.
To find out more about the changes, let’s see the following explanation.
PP No.8
Year 2021
In Government Regulation No.8
In 2021, a limited liability company is now defined as a legal entity that is a capital partnership, established based on an agreement, conducting business activities with authorized capital that is entirely divided into shares or individual legal entities that meet the criteria of micro and small businesses.
When comparing with the definition of PT in Law No. 40 of 2007, there are additional business entities that can be made into PT, namely individual companies that meet the criteria for micro and small businesses.
The company that meets the criteria for micro and small businesses referred to consists of a company established by two or more people and an individual company established by one person.
With this regulation, individual business actors who do not yet have a large-scale business can still obtain the status of a legal entity.
This PP also states that the amount of the company’s authorized capital can be determined based on the decision of the founders of the company.
This means that there is no longer an authorized capital that must be fulfilled by the founders as regulated in the previous UUPT.
PP No. 8 of 2021 also makes it easier to establish a PT by simplifying the establishment requirements.
PT Individual
Under this regulation, a PT in the form of an individual company can be established by Indonesian citizens who are 17 years old and legally capable.
The founders of the company also only need to fill out a statement of establishment in Indonesian.
The statement of establishment must contain, among others:
- Name and domicile of the individual company.
- Period of establishment of an individual company.
- Purpose and objectives and business activities of the individual company.
- Total authorized capital, issued capital, and paid-up capital.
- Nominal value and number of shares.
- Individual company address.
- Full name, place and date of birth, occupation, residence, population identification number, and tax identification number of the founder as well as the director and shareholder of the individual company.
An individual company will obtain legal entity status after registering the statement of establishment and obtaining a certificate of registration electronically.
Because they only need to register electronically, individual companies/PTs with MSME criteria no longer require a notarial deed in their establishment.
This is why a PT can now be established without a notary.
Individual companies that have obtained legal entity status will be announced on the official website of the Directorate General of General Legal Administration (Ditjen AHU) of the Ministry of Law and Human Rights.
As a form of bureaucratic simplification, business actors are also exempted from the obligation to announce the establishment of their PT in the Supplement to the State Gazette.
However, keep in mind that the above provisions only apply to PTs with MSME or individual company criteria.
When an individual company undergoes changes in terms of shareholders becoming more than one person and/or no longer meeting the criteria as MSMEs, the individual company must change its legal entity status to a company, this is regulated in Article 9 of PP No. 8 of 2021.
In addition, the change of status to a company must be made by notarial deed and registered electronically with the Minister of Law and Human Rights through the Directorate General of AHU.
KH Contact
Well Friend KH, that’s an explanation of what changes have occurred in the legality of PT in Indonesia and the reason why PT can now be established without a notary.
If you have any questions about how to
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