PT PMA Liquidation in Bali: Process, Documents & Investor KITAS

Should a PT PMA be liquidated when its business license is no longer valid? How is this done?

Yes, a PT PMA must be liquidated if its business license is no longer valid and/or has been revoked, whether by the central government or a local government.

What are the reasons for dissolving a PT PMA?

Pursuant to Article 142(1) of No. 40 of 2007 on Limited Liability Companies (“LLC Law”) and its amendments, several grounds for the dissolution of a company are stipulated, one of which, under subparagraph (f) of this article, is “due to the revocation of the company’s business license, thereby requiring the company to undergo liquidation in accordance with the provisions of applicable laws and regulations.”

As per the ground set forth in subparagraph (f), one of the circumstances requiring a company or, in this case, a PT PMA to be dissolved is the revocation of its business license.

This is the same as what has occurred with several business licenses, particularly as affirmed and regulated by the Governor of Bali in a letter dated January 28, 2026, reference number B.27.000/642/PM/DPMPTSP, which mandates the revocation of certain business licenses for PT PMA in Bali, such as bars, restaurants, and/or hotels, as well as other business licenses classified as low to medium risk and below.

Based on the revocation of business licenses with low to medium and lower risk classifications for PT PMA in Bali, every PT PMA that holds and/or operates under a low to medium or lower KBLI classification must now be legally closed.

If your company operates in hospitality or alcohol sales, review the PT PMA alcohol licensing and KBLI guide to identify the business activities and permit issues that may need review before deciding your next step.

What are the consequences of the revocation of a business license, and what steps should be taken?

The revocation of a business license for a PT PMA by the Bali Provincial Government means that the PT PMA, whose business license has now been revoked, must undergo liquidation and be dissolved.

Before discussing closure with your notary, learn how to find and interpret your company’s KBLI classifications so the review covers the activities actually registered under your business.

How is a PT PMA legally dissolved?

1. General Meeting of Shareholders (“GMS): Resolution to Dissolve the Company and Appoint an Official Liquidator

• The liquidator is either a member of the company’s board of directors or an official external professional appointed to settle all obligations and manage the company’s assets.
• The decision is formalized in a notarial deed of dissolution executed by a notary public, which serves as the legal basis for subsequent proceedings
• Upon the signing of the notarial deed of dissolution, the PT PMA is dissolved; However, its legal entity status remains in effect until the liquidation process is completed and the liquidator’s accountability report is accepted by the General Meeting of Shareholders or the court (Article 143(1) of the LLC Law)

2. Announcement of the Dissolution Plan

• The liquidator must announce the company’s dissolution to creditors via two national newspapers within 30 days after the first notarial deed is issued
• To provide an opportunity for creditors or parties holding claims to file claims
• There is a 60 day waiting period for creditors to file claims, starting from the date of the announcement
• The liquidator must also report the company’s dissolution to the minister from Ministry of Law and Human Rights for inclusion in the list of companies in liquidation

3. Liquidation Report

• After the announcement period, the liquidator prepares the liquidation financial statements with the assistance of a certified public accountant, including:

1. Final financial statements
2. Settlement of liabilities and debts
3. Documents for the revocation/cancellation of the company’s Taxpayer Identification Number (“NPWP”), in coordination with the tax office, and the revocation of the Business Identification Number (“NIB”) through the OSS RBA

• The liquidation report must be submitted to the Ministry of Law and Human Rights within 30 days from the date the liquidator’s accountability report is accepted by the GMS, the court, or the supervising judge (Article 152(7) of the LLC Law)

4. Tax Clearance

• The liquidator, working with the company’s tax consultant, applies to the DJP for a Tax Clearance Certificate (Surat Keterangan Bebas Pajak or SKBP).
• Tax clearance process for the dissolution of a PT PMA involves several steps, including:

1. The cancellation of the Taxpayer Identification Number (NPWP),
2. The revocation of Taxable Business Entity (PKP) status along with the Taxable Business Entity Certification Letter (SPPKP), and
3. Confirmation that all of the company’s tax obligations have been settled.

• The Directorate General of Taxes (DJP) has up to 180 business days from the date of submission to complete this process.

5. Final General Meeting of Shareholders

• Once the NPWP and NIB have been revoked and the liquidation process is complete, a final General Meeting of Shareholders is held to approve the liquidator’s work results or accountability report
• A notary prepares the deed of approval for the liquidation report
• An announcement is published in the media after the GMS grants discharge and release to the liquidator or after the court accepts the liquidator’s accountability report (Article 153(3) of the LLC Law)

6. Submission of the application for the dissolution of the PT PMA to the Ministry of Law and Human Rights

• All final documents, namely, the two notarial deeds, proof of NPWP revocation, and the media announcement, are submitted to the Ministry of Law and Human Rights
• Once all requirements are met, the Minister records the termination of the company’s legal entity status, and the PT PMA is officially removed from the register of legal entities, after which the decision is published in the Official Bulletin of the Republic of Indonesia

When preparing the cancellation paperwork, review how NIB and business permits are recorded in OSS to understand which registrations your adviser needs to reconcile during closure.

Required Documents

In the process of dissolving a PT PMA, certain documents must be prepared to ensure the process runs smoothly and efficiently, namely:

1. ID Cards (KTP) of the Director, Commissioners, and Shareholders;
2. NPWP of the President Director and General Partner;
3. Company Deed of Incorporation and its amendments;
4. Ministry of Law and Human Rights Decree regarding the company and its amendments;
5. Minutes of the GMS, specially the Final Dissolution Deed;
6. Business License (SIUP) and NIB;
7. Certificate of Company Domicile (SKDP);
8. Proof of company tax filings;
9. Tax clearance certificate;

etc.

Stakeholders Involved

1. Notary:

• Prepares and formalizes the required shareholder resolutions or meetings,
• Submits the necessary documentation to the relevant government authorities, and
• Coordinates the required newspaper announcements.

2. Accountant and Tax Consultant:

• Prepares the company’s liquidation financial statements,
• Assists with the tax clearance process and cancellation of the NPWP, and
• Provides support in the event of a tax audit.

3. Shareholders:

• Approve the company’s dissolution and other key decisions related to the liquidation.

4. Liquidator:

• Manages and carries out the liquidation process, including settling the company’s assets, liabilities, and outstanding obligations.

5. Creditors:

• Must be properly notified of the liquidation and their valid claims must be settled in accordance with the applicable legal requirements.

6. Ministry of Law and Human Rights:

• Receives the dissolution deeds to officially register the company’s liquidation status and eventual deregistration

7. Directorate General of Taxes:

• Conducts tax audits, reconciles liabilities, and processes the formal deletion of the company’s NPWP.

The Impact on Investor KITAS Holders

The dissolution of a PT PMA directly affects the immigration status of shareholders holding an Investor KITAS (E28A), as the company serves as the sponsor of the permit. Once the company enters the dissolution process, it can no longer maintain the sponsorship, meaning the Investor KITAS must be addressed before the company is formally deregistered.

The foreigner using E28A needs to do the EPO (“Exit Permit Only”) together with the company’s liquidation and dissolution. Alternatively, if the shareholder intends to remain in Indonesia, they should arrange a conversion to another appropriate visa or stay permit before the company’s dissolution is finalized.

Dependent KITAS holders (E31 series) sponsored through the Investor KITAS are also affected because their immigration status is linked to the investor’s permit. Their status should therefore be reviewed and managed as part of the same dissolution planning process. Alternatively, holders of a dependent KITAS may also switch to another type of stay permit or apply for an EPO, leave Indonesia as soon as possible, and then return to Indonesia on a new visa.

If you plan to leave Indonesia when your company closes, read the EPO guide for ending a KITAS or KITAP properly before booking your departure, and confirm the required timing with your immigration adviser.

The Impact on Employees of Company

All employment relationships must be properly terminated before the dissolution is finalized. Under Indonesian Law No. 13 of 2003 on Labor, employees whose employment is terminated due to the company’s closure are entitled to severance pay, service related payments, and compensation for other applicable rights based on their length of service. These obligations must be settled during the liquidation process and properly documented in the liquidation report.

The company must also formally close its employees’ BPJS Ketenagakerjaan and BPJS Kesehatan registrations. Any outstanding BPJS contributions must be fully settled before the company’s deregistration can be completed.

Estimated Timeline and Costs

The process of winding up a PT PMA can take approximately 6 – 12 months, depending on the readiness of all parties, the documentation, and the progress of the winding-up process, whether on the part of the company, its employees, or the relevant government agencies.

Need help dissolving a PT PMA? Contact our team for a free consultation about your company’s situation and the next steps.

Conclusion & BaliEasy Help

Closing a PT PMA involves several areas of compliance, including corporate law, taxation, and immigration. These matters need to be properly coordinated and handled in the appropriate sequence to ensure a smooth dissolution process and prevent one compliance issue from delaying another.

At BaliEasy, the process begins with a review of the company’s current compliance status to identify any outstanding filings, tax obligations, reporting requirements, or administrative issues that need to be addressed before the dissolution can proceed. BaliEasy will coordinate the required steps with the relevant professionals and government systems, including the notary, tax consultant, OSS, and Ministry of Law and Human Rights, through to the company’s final deregistration.

For shareholders holding an Investor KITAS, the immigration process can also be coordinated alongside the company’s dissolution. This helps ensure that the closure of the company and the termination or conversion of the investor’s immigration status are properly aligned, reducing the risk of overstaying or unresolved immigration matters.

Before starting the dissolution process, it is also important to ensure that the company’s ongoing compliance obligations, such as LKPM reporting, tax filings, and annual financial statements, are up to date. Addressing these matters in advance can help make the dissolution process more efficient and avoid unnecessary delays.

If you are considering closing a PT PMA in Bali and would like to understand the requirements and process based on your company’s specific situation, BaliEasy can assist with the assessment and coordination of the dissolution process.

Need help or want a free consultation about closing your PT PMA? Contact our team via WhatsApp +62 813 6562 6111 or visa@balieasy.com