KBLI single majority is a foreign investment restriction in Indonesia’s Positive Investment List (Daftar Positif Investasi or DPI) that caps foreign share ownership at 49% in specific business sectors. Indonesian nationals or local legal entities must retain at least 51% in any company operating under a KBLI code designated as single majority.
The key thing to understand: this restriction is about ownership, not operations. It tells you who can own the company, not what the company is allowed to do. That makes it different from single purpose and limited purpose restrictions, which govern business scope. For foreign investors entering Indonesia through a PT PMA (Foreign Investment Limited Liability Company), knowing whether a target KBLI carries this restriction can determine whether the intended ownership structure is legally viable before any notarial deed is drafted.
Legal Basis for KBLI Single Majority
The single majority concept is grounded in Presidential Regulation No. 10 of 2021 on Investment Business Sectors (Perpres 10/2021), as amended by Presidential Regulation No. 49 of 2021 (Perpres 49/2021). Annex III of Perpres 49/2021 explicitly lists business sectors subject to foreign ownership restrictions, including those categorized as single majority.
At the implementation level, Minister of Investment and Downstream Industry/Head of BKPM Regulation No. 5 of 2025 reinforces how these restrictions are applied within the OSS system. When a KBLI code is registered through OSS, the platform automatically validates it against the applicable DPI conditions, including any foreign ownership caps.
The underlying principle of Perpres 10/2021 is that all commercial business activities are open to investment by default unless explicitly restricted or closed. Single majority represents an “open with restriction” category: foreign investors can participate, but cannot hold a controlling majority stake.
Single Majority vs. Single Purpose vs. Limited Purpose
These three terms appear regularly in Indonesian investment and licensing discussions. They address different things entirely, and conflating them leads to structural mistakes that are expensive to fix after the notarial deed has been drafted.
Single Majority: who can own the company
A company operating under a single majority KBLI can still combine multiple KBLI codes in one entity. What is restricted is the ownership composition: Indonesian nationals or local legal entities must hold more than 50% of shares. Foreign investors can participate, but not as the dominant shareholder group.
Single Purpose: what the company can do
A single purpose KBLI cannot be combined with any other KBLI code in a single NIB, regardless of who owns the company. Examples include KBLI 86103 (Private Hospitals) and KBLI 60202 (Private Television Broadcasting). Ownership structure is irrelevant here; the restriction applies to all entities equally.
Limited Purpose: which KBLI combinations are allowed
A limited purpose KBLI can be combined with other codes, but only within the sectors that the relevant regulation permits. A financing company may add an insurance KBLI, for instance, but cannot simultaneously register a general retail KBLI in the same entity.
| Restriction Type | What It Governs | Can Combine with Other KBLIs? | Impact on Foreign Investors |
|---|---|---|---|
| Single Majority | Share ownership composition | Yes | High: caps foreign ownership at max. 49% |
| Single Purpose | Type of business activity | No | Medium: limits what the company can do, not who owns it |
| Limited Purpose | Permitted KBLI combinations | Partly, within defined limits | Medium: restricts KBLI expansion within the entity |
A company can face two restriction types at once. A non-bank financial services firm, for example, may be subject to both limited purpose and single majority simultaneously. When that happens, both sets of rules apply and must both be satisfied.
Not Sure Whether Your Target Sector Has Single Majority Restrictions?
vOffice’s legal team, with 20+ years of experience across Southeast Asia, helps foreign investors review the DPI and structure their PT PMA correctly from the start.
Sectors Commonly Subject to Single Majority Rules
Annex III of Perpres 49/2021 lists business sectors that are open to foreign investment with ownership conditions attached. Several sector groups carry single majority requirements capping foreign ownership at 49%:
Transportation and Logistics
KBLI 77311 (Courier Activities) is one explicitly documented example, with a 49% foreign ownership cap. Transport is treated as strategic given its direct connection to national infrastructure and supply chains, which is why the government keeps majority control with domestic shareholders.
Certain Distribution and Trade Activities
Some domestic distribution and trade activities carry single majority restrictions, particularly in sectors that deal directly with end consumers in the local market. The intent is to prevent downstream commercial channels from being dominated entirely by foreign capital.
Non-Bank Financial Services
Certain financial activities outside of banking also carry foreign ownership caps. Any foreign investor entering this space needs a local majority shareholder from day one, which shapes how joint venture terms need to be structured before incorporation.
Media and Publishing
Publishing of newspapers, journals, and magazines now permits foreign ownership up to 49% through the capital markets. Before Perpres 10/2021, this sector was fully closed to foreign investment. It was subsequently opened with a single majority cap, making it a useful example of how DPI categories can shift over time.
The list of single majority KBLI codes can and does change as the government revises the DPI. The authoritative reference remains Annex III of Perpres 49/2021 and any subsequent amendments, alongside the OSS RBA portal at oss.go.id.
Also read: How to Change Supporting KBLI to Primary Activity in Indonesia’s OSS RBA
Practical Impact on PT PMA Registration
Choosing a KBLI with single majority restrictions without understanding what that means can derail a company registration before it starts. Here are the concrete consequences worth anticipating:
The ownership composition must already comply with single majority rules at the time the notarial deed of establishment is prepared. If a foreign investor is recorded as holding more than 49% in a restricted sector, the deed may be rejected or require revision. Notarial deed amendments typically cost several million rupiah and add weeks to the process.
OSS validates automatically, with no manual override
The OSS RBA system checks the ownership structure against DPI conditions for each selected KBLI. Any mismatch blocks NIB issuance or standard certificate generation without human intervention from a government officer. There is no “fix it later after the NIB is out” option.
A local partner holding 51% or more is not optional
Foreign investors targeting a single majority sector must bring in an Indonesian national or local legal entity as a majority shareholder. Choosing the right local partner is one of the most consequential decisions in the process, because that partner legally holds controlling votes in the company.
LKPM reporting still applies
PT PMA entities in single majority sectors must still submit periodic Investment Activity Reports (LKPM) to BKPM, regardless of how small the foreign ownership share is.
Also read: What Is a Supporting KBLI? Functions, Differences from Primary KBLI, and How to Register in OSS
How to Check Whether a KBLI Has Single Majority Status
Two reliable methods exist for verifying the restriction status of a KBLI code before starting PT PMA registration:
Through the OSS RBA portal
Log into oss.go.id with a registered account, search for the KBLI code in question, and open its detail page. The system displays applicable investment requirements for each code, including any foreign ownership caps.
Through Annex III of Perpres 49/2021
This document is publicly available on peraturan.bpk.go.id and the BKPM official website. Locate the relevant business sector or KBLI in the table, then check the conditions column for any percentage caps on foreign ownership.
Verifying the DPI before drafting the notarial deed costs nothing. Revising an incorrectly structured deed costs time and money. For investors unfamiliar with the Indonesian regulatory framework, working with an experienced legal consultant from the start is the straightforward way to avoid that. vOffice’s PMA Establishment Service covers the full process, from KBLI review and DPI compliance checks through notarial deed drafting and NIB issuance, handled by a legal team with 20+ years of experience across Southeast Asia at 40+ strategic locations in Indonesia.
Ready to Set Up Your PT PMA in the Right Sector?
vOffice, ISO 9001 certified and trusted by 50,000+ clients, guides your PT PMA from KBLI selection to NIB issuance.
Frequently Asked Questions
What is the main difference between KBLI single majority and single purpose?
Single majority is about ownership: foreign shareholders are capped at 49%. Single purpose is about operations: a single purpose KBLI cannot be combined with any other KBLI in one business entity. They are separate restrictions and can both apply to the same KBLI simultaneously.
Can a foreign investor own 100% of a company in a single majority sector?
No. In sectors designated as single majority under Annex III of Perpres 49/2021, foreign ownership is capped at 49%. Indonesian nationals or local legal entities must hold at least 51% of shares, regardless of the total investment amount.
How can I check whether a specific KBLI carries a single majority restriction?
Log into the OSS RBA portal at oss.go.id and open the detail page for the KBLI code. Alternatively, refer to Annex III of Perpres 49/2021 on peraturan.bpk.go.id and check the ownership conditions column for the relevant sector.
Do most Indonesian business sectors have single majority restrictions?
No. Most Indonesian business sectors are fully open to foreign investment with no ownership caps. Single majority restrictions apply only to specific sectors listed in Annex III of Perpres 49/2021. Sectors not listed there can accept foreign ownership of up to 100%, unless they fall under the closed-sector list.
What happens if a PT PMA violates single majority rules?
The consequences include NIB rejection by the OSS system, invalidation of the notarial deed of establishment, or administrative sanctions. In more serious cases, the operating license may be revoked. This is why DPI verification before PT PMA registration is a step that cannot be skipped.
Can single majority rules change over time?
Yes. Indonesia’s DPI is periodically revised as economic policy evolves. Perpres 10/2021 was itself updated through Perpres 49/2021 within the same year. Investors should always verify the current version of the DPI before finalizing their investment structure.
References
1. President of the Republic of Indonesia. (2021). Presidential Regulation No. 49 of 2021 on Amendment to Presidential Regulation No. 10 of 2021 on Investment Business Sectors. State Secretariat. Retrieved from
https://peraturan.bpk.go.id/Details/168534/perpres-no-49-tahun-2021
2. President of the Republic of Indonesia. (2021). Presidential Regulation No. 10 of 2021 on Investment Business Sectors. State Secretariat. Retrieved from
https://peraturan.bpk.go.id/Details/159063/perpres-no-10-tahun-2021
3. Statistics Indonesia (BPS). (2020). BPS Regulation No. 2 of 2020 on Indonesian Standard Classification of Business Fields (KBLI). BPS RI. Retrieved from
https://klasifikasi.web.bps.go.id/app/kbli
4. Ministry of Investment and Downstream Industry/BKPM. (2025). Minister of Investment Regulation No. 5 of 2025 on Risk-Based Business Licensing Procedures. BKPM. Retrieved from
https://oss.go.id/informasi/regulasi
5. Online Single Submission. (2025). Indonesian Standard Classification of Business Fields (KBLI) in the OSS RBA System. Ministry of Investment/BKPM. Retrieved from
https://oss.go.id/id/kbli
