Indonesia has introduced an important development in corporate compliance through Minister of Law Regulation No. 49 of 2025 (“Permenkum No. 49/2025”), which strengthens the administrative obligations applicable to Indonesian limited liability companies. Through this regulation, Indonesia has updated requirements for annual reports.
One of the key requirements relates to the submission of the Company’s Annual Report through the Legal Entity Administration System (Sistem Administrasi Badan Hukum – “SABH”).
The obligation to prepare an Annual Report has long been regulated under Article 66 of Law No. 40 of 2007 on Limited Liability Companies. However, Permenkum No. 49/2025 introduces a more structured administrative filing and compliance mechanism through SABH.
Key Annual Report Requirements
A company is generally required to prepare its Annual Report and obtain approval from the Annual General Meeting of Shareholders (“AGMS”) within six months after the end of its financial year.
Following the AGMS approval, the relevant corporate resolutions should be properly documented through a notarial deed and the required Annual Report information submitted through SABH within the applicable filing period.
The Annual Report should generally include:
- Comparative financial statements;
- Report on the Company’s activities;
- Report on the implementation of social and environmental responsibility;
- Details of significant matters arising during the financial year that may have affected the Company’s business activities;
- Report on the supervisory duties carried out by the Board of Commissioners (“BOC”);
- Names of the members of the Board of Directors (“BOD”) and BOC; and
- Information on salaries and allowances of the BOD and BOC for the relevant financial year.
Administrative Consequences
Failure to comply with the applicable Annual Report filing requirements may result in administrative measures, including written warnings and potential restrictions or blocking of access to the SABH system.
Such restrictions could have practical implications for companies that subsequently need to process corporate amendments, registrations, changes of management or shareholders, or other corporate actions requiring access to SABH.
For the initial implementation period, companies may benefit from a transitional relaxation allowing the relevant submission to be completed up to 30 November 2026 without administrative sanctions.
Nevertheless, companies should use this transitional period to establish a proper and sustainable annual compliance process rather than postponing preparation until the deadline.
Why Timely Compliance Matters
Annual Report compliance is more than a statutory filing requirement. It requires proper coordination between management, shareholders, finance teams, corporate secretaries, notaries, and other relevant parties.
Maintaining accurate corporate records and completing statutory filings on time can help companies reduce regulatory and administrative risks, maintain uninterrupted access to SABH, ensure readiness for corporate transactions and restructuring, support audit, financing, investment, and due diligence processes; and strengthen overall corporate governance and regulatory discipline.
As Indonesia continues to strengthen corporate transparency and digital administration, companies should increasingly view annual compliance as part of their broader corporate governance framework.
How We Can Assist
Companies may consider obtaining professional support to ensure that the new requirements are properly understood and implemented.
Timely compliance is not only about meeting a regulatory deadline. It is about maintaining the Company’s corporate readiness, credibility, and ability to conduct business without unnecessary administrative disruption.
Find out more about our corporate secretarial services here.
