To facilitate business actors in making investments, the Job Creation Law amends, deletes, and establishes new arrangements in several laws. One of the focuses of discussion regulated in the Job Creation Law is the simplification of the establishment of a Limited Liability Company (PT) which was previously regulated in Law Number 40 of 2007 concerning Limited Liability Companies (PT Law). Therefore, business actors who wish to establish a PT under 2019 must make adjustments by following the regulations contained in the Job Creation Law and the PT Law in order to obtain a Business Identification Number (NIB) through the Online Single Submission(OSS). The following will outline some of the new regulations in establishing a PT according to the Job Creation Law.
Company Capital
The Job Creation Law changes the capital provisions of the company. The authorized capital of the company consists of the entire nominal value of the shares. The company must have an authorized capital, the amount of which is determined based on the decision of the founders of the company. Meanwhile, the PT Law states that the authorized capital of the company is at least IDR 50,000,000 (fifty million rupiah).
Legal Entity Status
Furthermore, the Job Creation Law also stipulates that a company obtains legal entity status after being registered with the Minister and obtaining proof of registration. This is regulated differently in the PT Law which states that a company obtains legal entity status on the date of issuance of the Minister’s decision regarding the legalization of the company’s legal entity.
Waiver of PT Established by 2 or More Persons Provision
Article 109 Point 2 of the Job Creation Law and Article 7 Paragraph 1 of the Company Law states that a company is established by 2 or more people with a notarial deed made in Indonesian. The Law on PT stipulates that the provision of establishing a PT must be 2 or more people does not apply to a persero whose shares are wholly owned by the state or a company that manages a stock exchange, clearing and guarantee institution, depository and settlement institution, and other institutions in accordance with the Law on Capital Markets. Through the Job Creation Law, these provisions are added to Regional-Owned Enterprises (BUMD), Village-Owned Enterprises (BUMDes) and companies that meet the criteria for Micro and Small businesses.
Companies that Meet the Criteria for Micro and Small Enterprises
The Job Creation Law inserts 10 articles regarding companies that meet the criteria for Micro and Small enterprises. A company that meets the criteria for Micro and Small Enterprises can be established by 1 person. The establishment is carried out based on a statement of establishment that is registered electronically with the Ministry of Law and Human Rights (Kemenkumham). Thus, no notarial deed is required in establishing a company for Micro and Small Enterprises. The shareholders in this company are individuals and can only be established a total of 1 in 1 year. Furthermore, the government provides cost relief to Micro and Small Business actors in establishing a PT. Micro and Small Business actors will get several benefits if they establish a legal entity, namely they will have easy access to obtain business capital loans from banks and easily export their products abroad. The shareholders of the company for Micro and Small Enterprises are also not personally liable for the agreements made on behalf of the company and are not responsible for the company’s losses exceeding the shares owned. Read also: Important Points of the Job Creation Law that You Should Know
KH Contact
With the shortening of the licensing process, it is expected to invite many investors to invest in the country and pump up people’s ambition to start a business. What are you waiting for, KH friends? Let’s establish your PT now. Don’t worry because Kontrak Hukum will help and accommodate your business legal needs. Contact and visit:
