How to Get a Restructuring Plan Approved in Indonesia: Step‑by‑step (PKPU & Commercial Court), 2026

Understanding how to get a restructuring plan approved in Indonesia in 2026 is essential for any corporate director, in‑house counsel or creditor representative facing a cash‑flow crisis or imminent enforcement action. Indonesia’s primary court‑supervised restructuring route, the Penundaan Kewajiban Pembayaran Utang (PKPU), or Suspension of Debt Payment Obligations, is governed by Law No. 37 of 2004 on Bankruptcy and Suspension of Debt Payment Obligations and heard exclusively by the Commercial Court (Pengadilan Niaga). This guide walks through every stage of the Commercial Court restructuring process, from the initial board resolution and petition filing through creditors’ meetings and the critical voting thresholds, to court endorsement and implementation.

It also maps the 2026 regulatory shifts, including updated tax treatment under PMK 1/2026 and evolving OJK guidance, that directly affect plan design, documentation and timing.

Overview of the Restructuring Plan Approval Process and Who It Applies To

Indonesian law offers three broad paths when a company cannot meet its debt obligations as they fall due: out‑of‑court negotiation, formal bankruptcy (kepailitan) and the PKPU composition route. This guide focuses on the PKPU route, the only procedure that allows a debtor to propose a binding composition plan (rencana perdamaian) to creditors under court supervision while enjoying a moratorium on enforcement.

The Commercial Court restructuring process applies to all legal entities and individuals carrying on business in Indonesia. It is most commonly used by Indonesian‑incorporated companies, but foreign creditors with claims against an Indonesian debtor may also participate and vote. Financial institutions regulated by OJK, banks, insurance companies and multi‑finance companies, are subject to additional sector‑specific rules and may only be placed into PKPU upon an application by OJK itself.

The process can be initiated by the debtor company or by one or more of its creditors. In practice, debtors file proactively to obtain the moratorium before creditors petition for bankruptcy. The key distinction from a straight bankruptcy petition is that the PKPU petition must be accompanied, or promptly followed, by a restructuring proposal that creditors will ultimately vote on. If creditors reject the proposal, or if the debtor fails to present one within the statutory window, the court must declare the debtor bankrupt. This “approve or liquidate” dynamic makes preparation decisive.

Eligibility and Restructuring Plan Requirements

Who may propose the plan

Under Law No. 37 of 2004, both a debtor and its creditors may file a PKPU petition with the Commercial Court. The debtor must demonstrate that it has more than one creditor and is unable, or anticipates being unable, to continue paying its debts as they mature. There is no minimum debt threshold, although the petition must be accompanied by a list of creditors, the nature and amount of each claim, and supporting evidence. Directors who authorise the filing owe a duty of care; a board resolution approving the petition and the proposed composition plan should be passed and attached to the filing.

Eligible creditors and the right to vote

Creditors are classified for voting purposes into secured (kreditor separatis), preferred (kreditor preferen) and unsecured (kreditor konkuren) classes. Only creditors whose claims have been verified and admitted to the Schedule of Debts and Claims are eligible to vote. Secured creditors vote in a separate class; their claims are valued at the amount of the secured obligation, not the full facility exposure. Preferred creditors, those holding statutory priority under the Indonesian Civil Code, form a distinct class where applicable. Understanding this classification is critical because the restructuring plan requirements for approval depend on achieving the prescribed majority within each class, not merely across the total creditor pool.

Foreign creditors hold the same voting rights as domestic creditors provided they can prove their claims. Claim documentation in a foreign language must be accompanied by a sworn Indonesian translation, and foreign creditors may appoint a proxy to attend and vote at the creditors’ meeting.

Step‑by‑Step Procedure to Get a Restructuring Plan Approved in Indonesia

The following numbered steps represent the typical sequence of a Commercial Court restructuring process under the PKPU framework. The timeline table below summarises each step, the responsible party and the typical duration.

Step 1: Conduct a pre‑filing assessment and pass a board resolution

Before any court filing, the debtor’s board of directors should convene a formal meeting to assess the company’s financial position, approve the decision to seek a PKPU moratorium and authorise the filing of a restructuring proposal. At this stage the company, working with legal counsel and a financial adviser, should prepare the following deliverables:

• Restructuring proposal statement (rencana perdamaian). This document sets out the proposed treatment of each creditor class, the payment schedule, any debt‑to‑equity conversion or haircut, and the implementation timeline. It is the centrepiece of the entire process.
• Schedule of Debts and Claims. A comprehensive register of every known creditor, the amount and nature of each claim, the contractual basis and any security held. Accuracy here determines voting eligibility later.
• Financial statements and cash‑flow projections. Audited or management‑prepared financials that demonstrate the company can perform the plan if approved.

If the plan contemplates debt‑equity swaps, debt forgiveness or cross‑border transfers, directors should consult the Directorate General of Taxes (DGT) at this stage to understand the tax implications under PMK 1/2026. For bank debt modifications, early engagement with OJK may also be required. Failing to address these regulatory touchpoints before filing is one of the most common causes of plan failure.

Step 2: File the PKPU petition at the Commercial Court

The debtor’s counsel files a formal PKPU petition with the Commercial Court that has jurisdiction over the debtor’s registered domicile. Indonesia currently operates Commercial Courts in Jakarta, Surabaya, Semarang, Medan and Makassar. The petition must be signed by both an authorised director and the instructed advocate.

The petition bundle includes the PKPU application form, the board resolution, the restructuring proposal statement, the Schedule of Debts and Claims, a complete creditor list with contact details, supporting financial statements and evidence of any security interests. Under Law No. 37 of 2004, the court must examine the petition and grant the provisional PKPU (PKPU sementara) within 3 days of registration. The provisional order immediately triggers a moratorium on all enforcement actions against the debtor and the appointment of an administrator (pengurus) and a supervising judge (hakim pengawas).

The provisional PKPU lasts a maximum of 45 days. During this window, the debtor may apply for a permanent PKPU (PKPU tetap), which extends the moratorium for up to 270 days from the date the provisional order was granted. The permanent extension requires creditor consent at a preliminary creditors’ meeting.

Step 3: Supervising judge sets the creditors’ meeting schedule and issues notice

Once the provisional PKPU is in effect, the supervising judge fixes the date for the creditors’ meeting and directs the administrator to publish notice. The notice must appear in at least one national daily newspaper and the State Gazette (Berita Negara). Individual notices are also sent to all known creditors by registered mail or courier. The notice period is typically 7–21 days, depending on the judge’s direction and the publication schedule. Failure to serve adequate notice is a ground for objection, so debtor’s counsel should retain proof of every publication and delivery.

Step 4: Creditors’ meeting, voting, quorum and the voting thresholds

The creditors’ meeting is presided over by the supervising judge and managed by the administrator. Before voting commences, the administrator verifies each creditor’s claim against the Schedule of Debts and Claims. Disputed claims may be provisionally admitted for voting purposes at the judge’s discretion.

Voting is conducted by creditor class. Law No. 37 of 2004 prescribes the following approval thresholds:

• Unsecured creditors (kreditor konkuren): the plan must be approved by more than one‑half (>50 %) of the attending unsecured creditors whose admitted claims represent at least two‑thirds (≥ 66.67 %) of the total admitted unsecured claims.
• Secured creditors (kreditor separatis): the plan must be approved by more than one‑half (>50 %) of the attending secured creditors whose admitted secured claims represent at least two‑thirds (≥ 66.67 %) of the total admitted secured claims.

The so‑called “10‑10‑10” rule is a practitioner shorthand that describes the interaction between the voting arithmetic and the consequences of non‑approval. In simplified terms, if as few as 10 % of creditors by number, holding 10 % of claims by value, vote against the plan within a given class, and that bloc is sufficient to prevent the required majority from being reached, the plan fails. Industry observers sometimes express this as “10 % of heads or 10 % of value can block”, though the precise statutory thresholds remain as stated above. Practitioners preparing for a creditors’ meeting should model multiple voting scenarios in advance to identify potential blocking minorities.

Worked example: Suppose five unsecured creditors attend, holding claims of IDR 100 billion, IDR 80 billion, IDR 50 billion, IDR 40 billion and IDR 30 billion respectively (total IDR 300 billion). To pass, the plan needs approval from at least three creditors (>50 % of five) whose claims total at least IDR 200 billion (≥ 66.67 % of IDR 300 billion). If only creditors 1 and 2 vote in favour (two creditors, IDR 180 billion), the plan fails on both counts.

Creditors may vote in person or by proxy. Every proxy must be accompanied by a notarised power of attorney and proof of the underlying claim. The administrator records each vote in a voting ledger and the supervising judge certifies the result. Signed meeting minutes and the voting ledger form part of the court record.

Step 5: File meeting minutes and obtain court endorsement of the plan

If the requisite majorities are achieved, the debtor’s counsel files the certified meeting minutes, the voting ledger and the approved composition plan with the Commercial Court and requests a formal endorsement (pengesahan, also known as homologation). The court reviews the plan to confirm that it does not violate mandatory legal provisions, does not contain fraudulent terms and does not manifestly disadvantage any creditor class compared with liquidation. If satisfied, the court issues an endorsement order that makes the plan binding on all creditors, including those who voted against it, and maintains the enforcement moratorium for the duration of the implementation period.

Court endorsement typically follows within 7–14 days of the filing, although backlogs at the Jakarta Commercial Court can extend this window. Once endorsed, the plan is published in the State Gazette and at least one national newspaper.

Step 6: Handle objections, appeals and enforcement of the approved plan

Any creditor who voted against the plan may file an objection to court endorsement. The most common grounds are procedural irregularities (inadequate notice, improper vote counting), fraud and the argument that the plan leaves the objecting creditor materially worse off than a bankruptcy liquidation would. Objections must be raised before the court issues its endorsement order; once endorsement is granted, the available remedy narrows to a kasasi (cassation) appeal to the Supreme Court. The Supreme Court must decide the appeal within 60 days. If the appeal succeeds and endorsement is annulled, the debtor is automatically declared bankrupt, underlining the importance of getting the voting mechanics right the first time.

Documents Needed for PKPU: The Complete Filing Checklist

The table below lists every document typically required at various stages of the restructuring plan approval process. Debtor’s counsel should assemble this bundle before filing to avoid adjournments and challenges.

Creditors’ Meeting Timeline and Key Deadlines

Timing is the single most consequential variable in the restructuring plan approval process. Missing a statutory deadline does not merely delay proceedings, it can trigger automatic conversion to bankruptcy.

The 270‑day outer limit is absolute. If no composition plan has been voted on and endorsed by the court within 270 days of the provisional PKPU, the debtor is declared bankrupt by operation of law. Practitioners should build the creditors’ meeting timeline backwards from this drop‑dead date, leaving adequate buffer for adjournments, notice periods and potential objections.

Restructuring Plan Costs, Fees and Tax Considerations

The table below sets out the main cost categories associated with a Commercial Court restructuring in Indonesia. Amounts are indicative and vary by case complexity, claim value and court location.

The tax dimension of restructuring plan costs deserves particular attention in 2026. Where the plan involves any form of debt forgiveness or conversion, the forgiven amount may be treated as taxable income for the debtor and as a deductible loss for the creditor, but the precise treatment depends on the structure of the transaction and the applicability of PMK 1/2026. Practitioners should engage the DGT early and, where appropriate, apply for a private tax ruling before the composition plan is finalised. Failure to do so can result in unexpected tax liabilities that undermine the plan’s financial assumptions.

What Changes in 2026: Regulatory and Practice Updates Affecting Plan Approval

Several 2026 developments directly affect how to get a restructuring plan approved in Indonesia this year. Practitioners should integrate the following into their pre‑filing assessment and plan design:

• PMK 1/2026, tax treatment of restructuring instruments. This Ministry of Finance regulation updates the rules on income recognition for debt forgiveness, debt‑equity swaps and certain cross‑border restructuring transfers. Early indications suggest that debtors must now file additional disclosure statements with the DGT when presenting a composition plan that includes these instruments, and the DGT has signalled faster turnaround for private ruling applications related to restructurings.
• OJK supervisory guidance for financial‑sector restructurings. OJK has continued to refine its reporting requirements for banks participating in PKPU proceedings as creditors, including updated templates for provisioning and write‑off recognition. Plans involving material bank debt should factor in OJK consultation timelines.
• Indonesia Insolvency Conference 2026 (AKPI). Industry observers note that outcomes from the AKPI conference are informing evolving supervising‑judge practice, particularly around cross‑border recognition of foreign restructuring plans and the treatment of offshore creditor claims. While not binding, the likely practical effect will be greater scrutiny of foreign‑law governed claims at the verification stage.
• Constitutional Court (Mahkamah Konstitusi) decisions. Practitioners should monitor recent MK decisions for any rulings that alter creditor protection standards or the interpretation of voting thresholds under Law No. 37 of 2004. Counsel should confirm the status of any pending constitutional challenges before filing.

Common Pitfalls in the Restructuring Plan Approval Process and How to Avoid Them

• Incomplete or inaccurate Schedule of Debts. Claims omitted from the schedule cannot vote, distorting the majority calculation. Remedy: conduct a full creditor reconciliation exercise before filing and update the schedule continuously.
• Faulty creditor classification. Misclassifying a secured creditor as unsecured, or vice versa, can invalidate the entire vote. Remedy: review every security document and obtain legal opinions on borderline cases before the meeting.
• Unclear treatment of secured creditors in the plan. Plans that are ambiguous about how secured claims will be dealt with invite objections and court rejection. Remedy: specify exact repayment terms, interest rates, collateral release mechanics and fallback provisions for each secured creditor.
• Failure to obtain a DGT opinion before proposing debt‑equity swaps. Tax liabilities discovered after endorsement can render the plan unperformable. Remedy: engage the DGT during the pre‑filing phase and secure a ruling or opinion letter before finalising the composition plan.
• Inadequate notice to creditors. Any deficiency in publication or service is a ground for plan objection procedure challenges. Remedy: publish in at least one national newspaper and the State Gazette, send individual notices by registered mail and retain all proof of delivery.
• Voting calculation errors. Miscounting heads or claim values can lead to a plan being declared approved when it was not, or rejected when it should have passed. Remedy: prepare a voting model in advance and have counsel verify the arithmetic in real time at the meeting.
• Insufficient quorum. If too few creditors attend, the meeting may need to be adjourned, consuming precious time within the 270‑day limit. Remedy: proactively engage major creditors before the meeting, confirm attendance and facilitate proxy arrangements for those unable to attend in person.
• Late or poorly drafted objections. Creditors who wish to object must do so before endorsement; once the order is issued, only cassation remains. Remedy: if acting for an objecting creditor, prepare submissions in parallel with the meeting process rather than waiting for the outcome.

Sources

1. Supreme Court of the Republic of Indonesia (Mahkamah Agung)
2. Directorate General of Taxes (Direktorat Jenderal Pajak)
3. Ministry of Finance of the Republic of Indonesia
4. JDIH, Legal Documentation and Information Network (State Gazette / Lembaran Negara)
5. Financial Services Authority (OJK)
6. Constitutional Court of the Republic of Indonesia (Mahkamah Konstitusi)
7. UNCITRAL, United Nations Commission on International Trade Law