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A Corporate Charter maps out the fundamental rules and structure of a company in Indonesia. Known locally as "Akta Pendirian," this legal document creates your business's official identity and outlines key details like company name, location, business activities, and capital structure.

Under Indonesian Company Law No. 40/2007, every limited liability company (PT) must have this charter approved by the Ministry of Law and Human Rights. It sets out shareholder rights, management roles, and business objectives - acting as your company's constitution and proving its legal existence. Making changes requires a notary and ministry approval.

A Corporate Charter becomes essential when starting any limited liability company (PT) in Indonesia. You need this document ready before registering with the Ministry of Law and Human Rights, opening company bank accounts, or applying for business licenses. It's also crucial when seeking investment, as potential investors will scrutinize your charter's provisions.

The charter proves particularly valuable during major company changes - like adding new shareholders, changing business activities, or increasing capital. Indonesian law requires notarized charter amendments for these situations. Having a well-drafted charter helps avoid costly disputes and ensures smooth regulatory compliance throughout your company's growth.

• Indonesian Corporate Charters come in three main variations: Basic PT Charters for small companies with simple structures, Complex PT Charters for larger organizations with multiple shareholders, and Foreign Investment PT (PMA) Charters with special provisions for international ownership.
• Each type adjusts key elements like voting rights, share transfer rules, and management structure. Basic charters typically use standard provisions, while complex versions add detailed dispute resolution and exit mechanisms.
• PMA charters must include additional sections on foreign ownership limits, capital requirements, and compliance with investment regulations.

• Company Founders: Create and sign the initial Corporate Charter when establishing their PT, defining ownership stakes and management roles.
• Notaries: Draft and authenticate the charter, ensuring it meets Indonesian legal requirements and registering it with authorities.
• Board of Directors: Operate within the charter's framework, making decisions according to its rules and procedures.
• Shareholders: Follow share transfer restrictions and voting rights outlined in the charter, participating in key company decisions.
• Ministry Officials: Review and approve the charter, monitoring compliance with Company Law No. 40/2007.

• Company Details: Prepare exact company name, business activities, registered address, and initial capital structure.
• Shareholder Information: Gather complete names, ID numbers, and addresses of all shareholders, plus their ownership percentages.
• Management Structure: Define roles and authorities for directors and commissioners.
• Business Scope: List all planned business activities using standard KBLI codes.
• Compliance Check: Verify ownership restrictions for your industry sector.
• Document Platform: Use our system to generate a legally-sound charter that meets Ministry requirements.

• Company Identity: Full legal name, domicile, and duration of establishment
• Business Purpose: Detailed description of business activities with KBLI codes
• Capital Structure: Authorized, issued, and paid-up capital amounts
• Shareholding Details: Names, percentages, and share classifications
• Management Framework: Board structure, duties, and decision-making procedures
• General Meeting Rules: Shareholder meeting procedures and voting rights
• Amendment Process: Procedures for charter modification
• Dissolution Terms: Conditions and process for company dissolution

A Corporate Charter differs significantly from a Corporate Governance Document. While both are fundamental company documents, they serve distinct purposes in Indonesian business law.

• Legal Status: A Corporate Charter is the primary founding document required by law to establish a PT, while a Corporate Governance Document is an internal policy framework created after company formation.
• Modification Process: Charter changes require notarization and ministry approval; governance documents can be updated through internal procedures.
• Scope of Content: The charter defines basic company structure and rights, while governance documents detail operational policies and management procedures.
• Legal Requirement: Every PT must have a charter to exist legally; governance documents are recommended but not mandatory under Indonesian law.
• Timeline: The charter is created at company formation; governance documents evolve as the company grows and develops.