“There is news that spreads around business actors that if a company does not adjust their purposes and objectives of the company within 1 (one) year after the joint announcement date of issuance, there will be a sanction that would be imposed to them in the form of business identification number freezing.”
Ministry of Law and Human Rights cq. Directorate General of General Law Administration and Coordinating Ministry for Economic Affairs cq. Online Single Submission (OSS) Institution issued a joint announcement on 11 October 2018, stated that OSS will process and issue company’s business identification number (NIB) in which the purposes and objectives are yet to be adjusted in accordance to KBLI 2017, in 1 (one) year is obliged to adjust their business purposes and objectives in accordance to KBLI 2017, and such adjustment is subject to Limited Liability Company Law.
The Adjustment Between KBLI 2005 and KBLI 2017
There are two significant differences between the KBLI 2005 and KBLI 2017. Firstly, in the KBLI 2005, to explain and categorize a business field, 4 digits of number were used. While in the KBLI 2017 used 5 digits of the number in its system. The second difference was the categorization and license required for a certain business field, for example, in the old KBLI, advertising business code was 7310 and the required license was business license (Surat Izin Perdagangan/SIUP). But in the latest KBLI, for the code that was used for advertising business is 73100 and the required license is tourism business registration certificate (Tanda Daftar Usaha Pariwisata/TDUP). The using of 73100 code for advertising business is an issue, because, based on Minister of Tourism Regulation Number 10 the Year 2018 on Online Integrated Licensing System in Tourism Sector, this code cannot be found in Ministry of Tourism field.
Based on Government Regulation Number 24 the Year 2018 on Electronic Integrated Business Licensing Services, the NIB is an identity for business actors issued by OSS Institution after the business actors held a registration on OSS System. The above-mentioned differences causing a problem when business actors intend to obtain business identification number through OSS System. The OSS System cannot issue a NIB, since, the OSS System uses the new KBLI 2017, while the Legal Entities Administration System (SABH) system use the old KBLI. Related to the arising issue, Indonesian Government then issued a joint announcement titled “Ministry of Law and Human Rights cq. Directorate General of General Law Administration and Coordinating Ministry for Economic Affairs cq. Online Single Submission (OSS) Institution Joint Announcement dated October 11 2018”. The main point of said announcement is the recognition of company’s data differences on SABH with OSS System of Coordinating Ministry for Economic Affairs because OSS System used the new KBLI 2017 while SABH used the old KBLI. It made the OSS System cannot proceed with the NIB issuance. The announcement said to resolve the problem, the OSS System will still proceed and issuing NIB for company’s which not yet using KBLI 2017, with note that in 1 (one) year the company should adjust it purpose and objective and business based on KBLI 2017 through SABH, based on Law Number 40 Year 2007 on Limited Liability Company. Means, the company should revise its purposes and objectives contained in their Article of Association with the new purposes and objectives based on KBLI 2017. The amendment of the Article of Association will follow Limited Liability Company Law, as based on Article 21 Paragraph 2, the amendment of company’s purpose and objective should get the approval from the Minister of Law and Human Rights. The amendment will be contained on the Notarial Deed and the Notary will input the amendment on the SABH system.
The Sanctions
There are news that spreads around business actors that if a company does not adjust their purposes and objectives of the company within 1 (one) year after the joint announcement date of issuance, which is maximum by 11 October 2019, there will be a sanction that would be imposed to them in the form of business identification number freezing. The clarification from OSS Officer said that the sanction is there, the companies are obliged to perform it, but, after now, at least, since the issuance of the joint announcement, there are no such sanctions imposed to any company for not yet performing the adjustment mentioned.
Author: M. Satryo Wibowo / Widya Rahmadhani
Gaffar & Co., Indonesian Boutique Law Firm which specializing and focus on commercial law areas includes capital market and financial services.
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