It is undeniable that Limited Liability Company or PT is still a favorite choice for business people when they want to establish a business entity. The many advantages and conveniences obtained are one of the reasons business people prefer PT as a form of business entity. But did you know that PT also has various disadvantages? To find out what the disadvantages are, Kontrak Hukum will explain them below.
1. Establishment process
When compared to other business entities, establishing a PT takes longer. Although currently the application for the establishment of a business entity can be done online and one-stop through OSS, the process of applying for licenses until obtaining a PT legalization deed and business license takes a long time. Before establishing a PT, the founder must first check the name, then prepare the deed of establishment which includes the articles of association to be submitted to the Ministry of Law and Human Rights in order to obtain an authorization decree. The founder must also apply for a Company NPWP, application for a Company Domicile Certificate (SKDP), Trade Business License, Trade Business Mark, and fulfillment of other commitments. The number of licenses that must be taken care of makes the establishment process time-consuming.
2. Capital requirements
Unlike other business entities, when establishing a PT, there are provisions regarding the minimum capital. Although with the Job Creation Law, the amount of authorized capital of a PT can be determined based on the agreement of the founders of the company. However, this does not apply to PTs that run certain business activities where the minimum amount of authorized capital can be greater because it follows the provisions of other laws and regulations. For example, an insurance company determines the paid-up capital at the time of establishment to be at least Rp150 billion. In addition to authorized capital, in a PT there is issued capital and paid-up capital. According to Article 33 Paragraph 1 of the Company Law and Article 4 of Government Regulation No. 8 of 2021, at least 25% of the authorized capital must be issued and fully paid up with valid proof of deposit. Similar to the issued capital, the paid-up capital provision also refers to Article 33 Paragraph 1 so that at least 25% of the authorized capital must have been placed and fully paid up when establishing a PT. These capital provisions make the establishment of a business entity in the form of a PT more difficult than the establishment of other business entities that are more flexible towards minimum capital.
3. Taxation
When a PT has been legally established, the PT will have a position as a legal entity. The status of a legal entity makes PT recognized as a legal subject so that PT has its own rights and obligations. This makes PT can be taxed more than other business entities that are not legal entities. In addition, the separation of assets between the PT and the owner of the PT causes the potential for double taxation of each party receiving income or profit from the PT.
4. Dissolution is not easy to do
If other business entities can be dissolved by submitting the dissolution of the business entity to the Ministry of Law and Human Rights, then in a PT, dissolution is not easy to do. PTs that want to dissolve must go through the General Meeting of Shareholders (GMS) first. Even if the dissolution has been approved in the GMS, the management must notify the minister, creditors, or other third parties. If the dissolution is not done with notification, the dissolution of the PT does not apply to third parties so that the PT is still obliged to carry out all its obligations, such as paying taxes. In addition to notification, a PT must also dispose of its assets through a liquidator. When dissolving, the PT must also announce it in a newspaper. Official dissolution takes effect when the minister deletes the name of the PT in the company register and makes an announcement in the state news. This happens partly because the position of PT as a legal entity makes the dissolution process cannot be done just like that.
5. Bound by various rules
PT’s status as a legal entity makes PT protected by special laws. But on the other hand, this makes PT also bound by various legal rules. For example, every year a PT is required to submit a financial report. The document must also be published and accessible to the public. Because it is a legal subject, a PT must also be more careful when making decisions. Any misstep may have legal consequences and result in the PT being charged with sanctions. Read also:
- 8 Types of Business Entities in Indonesia, Which One is Right for Your Business?
- Must know, this is the advantage of establishing a business entity in the form of a PT!
KH Contact
Well, KH Friend, that’s an explanation of the shortcomings of a limited liability company. Basically, every business that is done must have risks and disadvantages. However, this must be minimized as little as possible. When business actors want to establish a business entity, then do research not only on the advantages of the business entity but also on the disadvantages of the business entity being established. For KH Pals who are planning to establish a business entity but are still confused and have difficulty choosing the right business entity, KH Pals can contact Kontrak Hukum to conduct a consultation so as not to make the wrong step. Kontrak Hukum can also help you take care of licensing for your business entity. You don’t need to worry about using Kontrak Hukum’s business establishment services because Kontrak Hukum has been trusted in solving legal problems quickly, easily, and affordably. Do not hesitate and immediately contact Kontrak Hukum at Tanya KH’s bonded link, Kontrak Hukum is ready to help and provide the best solution.
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