Client Alert · Corporate Law · Prasetyo Law Office · 2026
Legal Basis
- Law No. 40 of 2007 on Limited Liability Companies (UUPT)
- Minister of Law Regulation No. 49 of 2025 (Permenkum 49/2025)
Enacted and effective: 17 December 2025
Replaces: Permenkumham 21/2021
Overview
On 17 December 2025, Indonesia’s corporate legal landscape underwent a significant shift with the enactment of Permenkum 49/2025. This regulation tightens annual reporting obligations for all PT in Indonesia — including PT PMA — with stricter sanctions to drive compliance.
Key New Obligation: Annual Report Submission to SABH
Article 16(1) — Permenkum 49/2025
The most significant change: mandatory submission of annual report approval evidence to SABH (Legal Entity Administration System).
Step 1: Board of Directors presents Annual Report to RUPS — no later than 6 months after fiscal year end, following Board of Commissioners review.
Step 2: Evidence of RUPS approval must be submitted to SABH.
This is entirely new. Under Permenkumham 21/2021, there was no obligation to report to SABH. This applies to all PT in Indonesia — including PT PMA.
Sanctions for Non-Compliance — Articles 17 & 18
Stage 1: Written Warning
Issued immediately upon deadline expiration via SABH or registered email. PT has 30 days to respond.
Stage 2: SABH Access Blocked
If no response within 30 days — SABH access is blocked. The company cannot perform any corporate actions including:
- Amendments to Articles of Association
- Changes to Board of Directors or Commissioners
- Capital increases or reductions
- Mergers, acquisitions, or consolidations
- Company dissolution
What Changed from Permenkumham 21/2021
| Aspect | Permenkumham 21/2021 | Permenkum 49/2025 |
|---|---|---|
| Annual Report to SABH | Not required | Mandatory |
| Sanction Mechanism | Not regulated | Two-stage: warning → SABH block |
| Enforcement | Passive | Automatic digital monitoring |
Immediate Action Checklist
âś“ Prepare Annual Report within 6 months of fiscal year end
âś“ Convene and document RUPS properly
âś“ Submit RUPS approval evidence to SABH before deadline
âś“ Verify SABH access is active and accessible
For PT PMA: Same obligations apply. No exemptions or extended deadlines. Sanctions are triggered automatically.
Conclusion
Permenkum 49/2025 represents a meaningful escalation in corporate compliance enforcement. The mandatory SABH reporting and automatic two-stage sanctions demand prompt attention from all PT and PT PMA operating in Indonesia.
This article is for general legal information and educational purposes only.
Prasetyo Law Office
đź“Ť SCBD Jakarta · EN · Bahasa Indonesia · ä¸ć–‡
