Scope & Context

Foreign-owned companies in Indonesia (PT PMA) must comply with specific capital requirements under BKPM regulations, including how capital is declared, issued, and paid-up. These same components determine whether a foreign shareholder may qualify for an Investor KITAS.

This advisory explains the distinctions between modal dasar (authorised capital), modal ditempatkan dan disetor (issued and paid-up capital), and how these amounts impact Investor KITAS eligibility. It also clarifies the difference between corporate capital requirements and immigration requirements.

⦿ Modal Dasar (Authorised Capital)

For all PT PMA companies, the minimum modal dasar is IDR 10 billion. This amount represents the maximum number of shares the company is legally allowed to issue. It does not need to be fully issued or paid immediately, but it sets the capital ceiling of the business.

⦿ Modal Ditempatkan & Disetor (Issued & Paid-Up Capital)

Shares issued by a PT PMA must always be fully paid-up. If a company issues IDR 10 billion worth of shares, shareholders must pay IDR 10 billion in capital. Issued capital cannot remain unpaid — modal ditempatkan harus selalu modal disetor.

⦿ Minimum Capital Requirement for PT PMA

Under BKPM Regulation 5/2025, PT PMA companies are required to pay up at least IDR 2.5 billion in issued capital. This amount ensures the company is compliant as a foreign investment entity. However, this corporate threshold does not automatically qualify the investor for an Investor KITAS.

⦿ Investor KITAS Shareholding Requirement

To apply for an Investor KITAS, a foreign shareholder must personally own at least IDR 10 billion in paid-up shares. The immigration condition refers to actual share ownership paid into the company, not merely authorised capital or declared value. In other words: having a PT PMA with IDR 10 billion modal dasar is not enough — the shareholder must hold IDR 10 billion of paid shares.

⦿ Structuring Options

Immediate Investor KITAS Eligibility
A company may meet KITAS requirements from incorporation by setting a minimum authorised capital of IDR 10 billion, issuing IDR 10 billion worth of shares, and paying up the full amount. Only then does the shareholder qualify for the Investor KITAS.

Gradual Capital Injection (Without KITAS Eligibility Initially)
Alternatively, a PT PMA may begin with IDR 10 billion authorised capital but issue and pay only IDR 2.5 billion initially. The company will be compliant, but the foreign shareholder cannot obtain an Investor KITAS until additional issued and paid-up shares reach IDR 10 billion.

 Conclusion

It is not permissible for a PT PMA to issue IDR 10 billion in shares while paying up only IDR 2.5 billion. Issued and paid-up capital must always be equal. For immigration purposes, Investor KITAS eligibility requires the shareholder to hold at least IDR 10 billion in actual paid-up shares — not simply declared capital values.