Client Alert · Corporate Law · Prasetyo Law Office · 2026
Legal Basis
- Presidential Regulation No. 13 of 2018 (Perpres 13/2018)
- Minister of Law Regulation No. 2 of 2025 (Permenkum 2/2025)
- Financial Services Authority Regulation No. 8 of 2023 (POJK 8/2023)
Introduction
The concept of Beneficial Owner (BO) has become increasingly significant in Indonesia’s legal and financial landscape. Driven by FATF international recommendations, identifying and disclosing beneficial ownership is now a key instrument in preventing money laundering and terrorism financing.
Definition of Beneficial Owner
FATF defines a beneficial owner as the natural person who ultimately owns or controls a customer, or on whose behalf a transaction is conducted — encompassing ultimate effective control.
Under Perpres 13/2018 (Article 1(2)), a Beneficial Owner is a natural person who can appoint or dismiss directors/commissioners; has ability to control the corporation; receives benefits from the corporation directly or indirectly; or is the actual owner of funds invested in the corporation.
Corporations Subject to BO Obligations
Under Perpres 13/2018, obligations apply to: PT, Yayasan, Perkumpulan, CV, Firma, Cooperatives, and other business entities.
Criteria for Identifying a Beneficial Owner
Article 4(1) of Presidential Regulation No. 13 of 2018 establishes seven alternative criteria for identifying a limited liability company’s beneficial owner. A natural person may qualify if the person:
- owns more than 25% of the shares stated in the Articles of Association;
- holds voting rights of more than 25%;
- is entitled to more than 25% of the annual total profits;
- has authority to appoint, replace, or dismiss directors and commissioners;
- has authority to control the company without authorisation from another party;
- receives benefits from the company; and/or
- is the actual owner of the funds used for the share ownership.
Under Article 4(2), criteria (e) to (g) apply to a natural person who does not satisfy criteria (a) to (d). The analysis therefore does not depend only on whether a name appears in the company’s formal documents.
Practical Implications and Corporate Obligations
- Identify and verify the natural person or persons who satisfy the applicable criteria.
- Report and update beneficial-ownership information through AHU Online whenever a change occurs.
- Annual confirmation: complete the annual beneficial-ownership questionnaire and keep the reported information accurate.
- Documentation: retain the supporting documents used for the identification and verification.
Sanctions for Non-Compliance
Under Articles 22–25 of Minister of Law Regulation No. 2 of 2025, the administrative measures are staged: a written warning, placement of the corporation on a blacklist, and temporary blocking of its access to AHU Online. The regulation does not prescribe automatic suspension or revocation of business licences or automatic criminal sanctions as the standard consequence of beneficial-ownership administration non-compliance.
Conclusion
The BO framework under Perpres 13/2018, Permenkum 2/2025, and POJK 8/2023 establishes comprehensive corporate transparency requirements. For PT PMA, understanding beneficial ownership at establishment is a fundamental aspect of legal certainty in Indonesia.
This article is for general legal information and educational purposes only.
Prasetyo Law Office
📍 SCBD Jakarta · EN · Bahasa Indonesia · 中文
