Surabaya · East Java · Indonesia

Foreign Investor Lawyer Surabaya — Investment Structuring & Legal Protection

Foreign investors entering Surabaya need a fact-specific review of ownership, business activity, entity form, licences and local contracts. The first question is not merely how to establish a PT PMA, but whether the proposed activity and control structure are permitted and workable.

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Investment and M&A advisory in East Java.

Indonesia’s investment rules distinguish among activities and impose licensing or ownership conditions depending on the sector and current regulations. A foreign investor considering a new operation, acquisition or JV should define each activity, intended location, source of capital and proposed local partners. A company structure selected before this analysis can create avoidable amendments or commitments.

A preparation file should include the investor ownership chart, corporate approvals, funding outline, proposed KBLI activities, project and site details, target contracts and any acquisition documents. For an existing Indonesian company, diligence should also cover corporate authority, licences, land or lease rights, employment, tax and material disputes. Foreign-language documents may need translation or formal authentication for a particular recipient.

When you need this service.

A foreign shareholder plans to establish or acquire an Indonesian operating company.
Management needs to test foreign ownership restrictions for a specific activity.
An acquisition changes ownership or control of a business with local licences or contracts.
The investor is asked to use a nominee or informal side agreement to bypass ownership rules.
A PT PMA needs to update activities, locations, ownership or licensing after a project change.

Investment law framework in Indonesia.

UU 25/2007 provides Indonesia’s investment framework, together with UU 6/2023 and applicable implementing rules. Foreign ownership and activity eligibility must be checked against the current positive investment list and sector-specific requirements for the precise activity. The list and implementing instruments can change; counsel should record the applicable version and confirm that proposed operations fit the classification.

A PT PMA is an Indonesian limited liability company subject to UU 40/2007 and current investment and business-licensing requirements. Incorporation does not itself authorize every operation: the NIB, activity-specific standards and any sectoral approvals should be mapped to the actual project. Ongoing reporting or corporate obligations must be checked against current rules and company circumstances rather than copied from an outdated checklist.

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How we advise investors.

We begin with ownership and activity mapping, then compare a new PT PMA, acquisition or JV route against control, licences, site and commercial objectives. We identify assumptions requiring official confirmation and prepare a document checklist for the investor’s parent company, proposed directors, shareholders and local counterparties.

For the selected route, we coordinate incorporation or transaction documents, licensing analysis and contract review. We maintain a closing and compliance matrix with responsible parties, evidence and open items. Tax, immigration and technical permits require separate specialist review; no residence or visa service is included in this corporate investment scope.

Our Services

Foreign ownership and activity review

Assess proposed activities against current investment and sector conditions before commitment.

PT PMA corporate coordination

Prepare incorporation materials and coordinate corporate steps for an approved investment structure.

Acquisition and JV review

Review target-company records or partner terms, including authority, liabilities and conditions.

Licensing and compliance mapping

Connect registered activities and project facts to required business licences and ongoing obligations.

Frequently Asked Questions

Does every foreign investor need a PT PMA?

The suitable route depends on whether the investor will operate, acquire shares, contract for a project or use another permitted structure. A PT PMA is common for foreign-owned operations, but counsel should test the activity, ownership rules and commercial plan before recommending a form.

Are all Indonesian business sectors open to foreign ownership?

No general answer applies. Conditions vary by activity and current sector rules; some activities may be open, limited or subject to specific requirements. Verify the exact classification and current regulation before negotiating ownership percentages.

What documents should a foreign shareholder prepare?

Prepare parent-company records, ownership chart, board authority, director and shareholder details, funding information, proposed activities and site data. The notary, bank or relevant agency may require specific translation or authentication, so confirm format with the recipient.

Can an existing Indonesian company add a foreign shareholder without changing its operations?

A share transfer requires corporate and regulatory review, including the articles, approvals, current ownership rules and any change-of-control conditions in contracts or licences. Even if operations remain the same, filings or licence updates may be required; the target’s documents and current rules determine the steps.

Request a consultation.

Describe your legal needs. A senior partner will respond within one business day.

info@integralaw.id

Jl. Juwono No.7-8, Darmo, Kec. Wonokromo, Surabaya