A foreign national can serve as a director of an Indonesian foreign-owned company (PT PMA), and there is no general requirement to appoint an Indonesian citizen as a co-director.
The appointment is separate from the foreign director’s right to work and reside in Indonesia. The requirements depend in part on whether the director holds shares in the company and whether the individual will perform the role from Indonesia.
Can a Foreigner Be a Director of a PT PMA?
Foreign nationals can generally be appointed to the board of directors of a PT PMA, subject to the rules applying to the company’s business activity and the individual’s eligibility to hold the position.
The director represents the company within the authority provided by Indonesian company law and the company’s articles of association.
Indonesia’s foreign investment rules determine whether and to what extent foreign investors can own a business activity. Foreign ownership restrictions do not, by themselves, establish a general prohibition on appointing a foreign director.
Does a Foreign Director Need Work Authorization?
Indonesia generally requires employers using foreign workers to obtain approval of a Foreign Worker Utilization Plan, known as an RPTKA. The foreign-worker framework provides exemptions for certain directors, commissioners, and shareholders.
A foreign director or commissioner with the qualifying shareholding can be exempt from RPTKA approval under Indonesia’s foreign-worker rules. A foreign director who does not qualify for the exemption may need to be covered by the company’s RPTKA before working in Indonesia. PP 34/2021 specifically provides an RPTKA exemption for directors or commissioners with certain share ownership, or shareholders in accordance with applicable law.
The director’s shareholding position can therefore change the employment authorization required for the role.
Appointing a foreign director to your PT PMA? Contact MAP Resources Indonesia at info@mapresourcesindonesia.com to review the company and immigration requirements
Does the Foreign Director Need a KITAS?
A foreign director who will reside in Indonesia needs the appropriate immigration status. A KITAS is a limited stay permit allowing an eligible foreign national to reside in Indonesia for the authorized period.
The immigration route can differ between a shareholder-director and a foreign director appointed solely as an executive.
The KITAS process is separate from the corporate appointment. Recording a foreign national as a director in the company’s corporate documents does not itself grant the individual the right to reside or work in Indonesia.
Can a Foreign Director Manage the PT PMA From Overseas?
A foreign director does not necessarily have to reside permanently in Indonesia simply because they have been appointed to the board.
A non-resident director can, however, encounter practical limitations where banks, government procedures, counterparties, or corporate documents require identification, signatures, or actions that cannot readily be completed remotely.
This is more significant where the PT PMA has only one director. A company with several directors may allocate representation authority through its articles of association, including whether directors can act individually or certain actions require joint authority.
How Does a Foreign Director Affect Bank Account Opening?
Opening an Indonesian corporate bank account is subject to the bank’s own know-your-customer and account-opening requirements.
Requirements differ between banks. A bank may request corporate documents, identification and immigration documents for directors or authorized signatories, beneficial ownership information, tax information, and evidence concerning the company’s business.
Having a foreign director does not itself prevent a PT PMA from opening a bank account. However, the director and signatory structure can affect the documentation and onboarding procedures required by the bank.
How Much Capital Does a PT PMA Need?
Under the current investment rules, a PT PMA generally requires at least IDR 2.5 billion (USD 150,000) in issued and paid-up capital per company, unless otherwise provided under applicable laws and regulations. BKPM Regulation 5/2025 reduced the general minimum issued and paid-up capital requirement to IDR 2.5 billion.
The paid-up capital requirement is separate from the minimum investment value applicable to foreign investment. A PT PMA generally remains subject to an investment value exceeding IDR 10 billion (USD 600,000), excluding land and buildings, for each applicable five-digit KBLI business classification per project location, subject to the calculation rules and exceptions applying to certain business activities.
The 2025 rules also restrict the transfer of the issued and paid-up capital from the company’s account for at least 12 months after placement, except where it is used to purchase assets, construct buildings, or fund the company’s operations.
Does a PT PMA Need an Indonesian Director Alongside the Foreign Director?
There is no general rule requiring a PT PMA with a foreign director to appoint an Indonesian citizen as an additional director.
A company may appoint both foreign and Indonesian directors. The articles of association can determine how they represent the company, including whether directors can act individually or certain actions require joint authority.
An Indonesian director should not be treated merely as a local signatory for administrative convenience. A director holds legal authority and responsibilities within the company.
What Authority Can the Foreign Director Hold?
A foreign director can hold executive and representation authority within the PT PMA, subject to Indonesian law and the company’s articles of association.
Setting up a foreign director structure in Indonesia? Contact MAP Resources Indonesia at info@mapresourcesindonesia.com for support with your PT PMA setup.
Where there is more than one director, the articles can allocate representation authority between them. For example, routine transactions may be handled by one director while specified actions require another director or joint approval.
This structure can be used where a foreign shareholder wants management in Indonesia to handle day-to-day operations while retaining additional approval requirements for significant commitments.
The individuals responsible for the company’s business licensing and OSS administration must also have the required corporate authority and system access.
Contact MAP Resources Indonesia About Foreign Director Appointments
MAP Resources Indonesia supports foreign investors establishing PT PMAs and appointing foreign directors in Indonesia. Contact MAP Resources Indonesia at info@mapresourcesindonesia.com to structure the appointment alongside the applicable corporate and immigration requirements.
