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Failure to Hold an AGMS May Result in Legal Entity Administration System Access Blocking

By Saka Wibisono & Partners  |  Desember 30, 2025

The obligation to hold an Annual General Meeting of Shareholders (Annual GMS) is reaffirmed under Regulation of the Minister of Law of the Republic of Indonesia Number 49 of 2025.

The implementation of the Annual GMS and the submission of the Company’s Annual Report are no longer regarded as mere formalities. Failure to comply with these obligations may result in administrative sanctions, including the blocking of access to the Legal Entity Administration System (SABH).

When Must the Annual GMS Be Held?

The Board of Directors is required to submit the Annual Report to the Annual GMS no later than six (6) months after the end of the Company’s financial year.

For example:
If the Company’s financial year ends in April, the Annual GMS to approve the relevant Annual Report must be held no later than October of the same year.

What Must Be Included in the Annual Report?

At a minimum, the Annual Report must contain:

  1. Financial statements, consisting of at least:
    • The year-end balance sheet for the most recent financial year, compared with the previous financial year;
    • Profit and loss statement;
    • Cash flow statement;
    • Statement of changes in equity; and
    • Notes to the financial statements.
  2. A report on the Company’s activities;
  3. A report on the implementation of social and environmental responsibility;
  4. Details of issues arising during the financial year that affect the Company’s business activities;
  5. A report on the supervisory duties performed by the Board of Commissioners during the most recent financial year;
  6. The names of members of the Board of Directors and the Board of Commissioners; and
  7. Salaries and allowances of the Board of Directors, as well as salaries or honoraria and allowances of the Board of Commissioners for the relevant financial year.

Deadline for Submission of the Annual Report Approval

The approval of the Annual Report by the Annual GMS must be submitted to the Minister by the Board of Directors through a Notary, no later than thirty (30) days from the date the notarial deed of the GMS is executed.

What Happens in the Event of Non-Compliance?

A company that:

  • Fails to hold the Annual GMS; or
  • Exceeds the deadline for submitting the approval of the Annual Report (30 days),

may be subject to administrative sanctions imposed by the Minister through the Director General.

Such administrative sanctions include:

  • Written warning; and
  • Blocking of access to the SABH system.

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