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 capital-association limited liability companies (Perseroan persekutuan modal), 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: RUPS approval must be recorded in a notarial deed. The Board of Directors, through a notary, must submit the approval to the Minister electronically through SABH no later than 30 days after the notarial deed is signed.
This is entirely new. Under Permenkumham 21/2021, there was no obligation to report to SABH. This applies to all capital-association limited liability companies (Perseroan persekutuan modal), including PT PMA.
Sanctions for Non-Compliance — Articles 17 & 18
Stage 1: Written Warning
When the filing deadline under Article 16 is missed, a written warning is delivered through a SABH notification and/or email.
Stage 2: SABH Access Blocked
If the company does not fulfil the obligation within 30 days from the SABH notification concerning the written warning, the company is subject to an administrative sanction in the form of access blocking.
Under Article 18(3), the blocking closes the company’s access to SABH. The regulation does not state that the company’s business operations automatically cease.
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 | Electronic warning notification and staged SABH access blocking under Articles 17–18 |
Immediate Action Checklist
✓ Prepare Annual Report within 6 months of fiscal year end
✓ Convene and document RUPS properly
✓ Record RUPS approval in a notarial deed and submit it through SABH within 30 days after signing
✓ Verify SABH access is active and accessible
For PT PMA: The same annual-report filing framework applies. Companies should monitor SABH and registered email for warning notifications and comply within the prescribed periods.
Conclusion
Permenkum 49/2025 represents a meaningful development in corporate compliance administration. The mandatory SABH filing and staged administrative-sanction mechanism require careful attention from PT and PT PMA operating in Indonesia.
Last verified: 27 July 2026 | Source: Regulation of the Minister of Law No. 49 of 2025, Articles 16–18.
This article is for general legal information and educational purposes only.
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