Perseroan

Perseroan is a legal form used in Indonesia to describe a business entity with independent legal personality. The term is most commonly associated with Perseroan Terbatas (PT), the Indonesian version of a corporation or limited liability company. A perseroan provides limited liability to its owners, meaning shareholders are generally not personally responsible for the company’s debts beyond their capital contributions.

A perseroan is formed through a notarial deed of establishment that sets out the Articles of Association. It must be registered with the Ministry of Law and Human Rights, and it may require additional licenses depending on the business activities. The company’s capital is divided into shares, with terms such as authorized capital (modal dasar), issued capital (modal disetor), and paid-up capital. The formation and ongoing operations are governed by Indonesian company law, which also prescribes reporting and governance requirements.

There are two main forms of perseroan: private PT (Perseroan Terbatas) and public PT (PT Tbk or Perseroan Terbuka), the latter of which is listed on a stock exchange and subject to public disclosure and supervision by the Financial Services Authority (OJK). A perseroan is typically governed by a General Meeting of Shareholders, a Board of Directors, and a Board of Commissioners, with duties and responsibilities outlined in the Articles of Association and applicable law.

Compared with other business forms in Indonesia, the perseroan offers limited liability and formal governance structures, but it entails more stringent regulatory compliance, reporting, and corporate governance obligations. The concept of a perseroan provides a framework for capital formation, continuity, and transferability of shares.