In late 2025, Indonesia introduced significant changes to corporate compliance that directly affect how companies conduct and report General Meetings of Shareholders (RUPS). These updates come from the newly issued Permenkum (Minister of Law Regulation) No. 49 of 2025, which took effect on 17 December 2025 and governs the establishment, amendment, and dissolution of limited liability companies (Perseroan Terbatas or PT).
RUPS Approval Must Be Formalized in a Notarial Deed
Under Permenkum 49/2025, a RUPS approval for a company’s annual report and other key corporate decisions must be formally documented via a notarial deed (akta notaris). This replaces the earlier practice where RUPS approvals were primarily internal governance actions without mandatory reporting to authorities.
The regulation clarifies that the resolutions passed at RUPS, especially the approval of the annual report and consolidated financial results, must be reflected in a notarial deed prepared by a public notary. Once the notarial deed is signed, the company’s board of directors is legally obliged to submit this deed along with the annual report to the Ministry of Law and Human Rights.
Mandatory SABH Filing to the Ministry
The Sistem Administrasi Badan Hukum (SABH), Indonesia’s centralized digital administration system for legal entities, now serves as the official reporting channel for these documents. After the RUPS notarial deed is signed, the directors must ensure it is electronically filed via SABH within 30 calendar days.
This electronic submission is not optional. It represents a shift from treating RUPS approvals as purely internal corporate governance to an administrative obligation with public legal effects. Reporting through SABH allows the Ministry to maintain up-to-date corporate records and ensures transparency in how companies operate.
Compliance Checklist for 2026
For companies operating in Indonesia, particularly foreign-owned entities, complying with the new RUPS procedures means:
- Organize the annual RUPS on time, following company bylaws and applicable laws.
- Document all shareholder resolutions in a notarial deed prepared by a notary.
- Submit the notarial deed and annual report via SABH within the 30-day window.
- Track SABH acceptance and compliance status to avoid administrative sanctions.
Permenkum 49/2025 marks a shift in corporate reporting culture in Indonesia using digital platforms and notarial oversight to enhance legal certainty and governance standards.