Buying an existing company

6 questions

Why do I need due diligence when buying an existing PT PMA?

Because you are buying the company, not just its licence — and a company keeps every liability it has ever accumulated: unfiled investment reports, tax arrears, employment claims, problem contracts, nominee shadows in its land history. Since Bali's screening began, buying an existing entity has become the main way in — which is exactly why unexamined entities are where old problems now change hands.

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What exactly should be checked?

Six lanes: the corporate chain — deeds, approvals and official records against what the seller claims; licences and business codes against actual activity; investment reporting and tax history; land and lease titles, including nominee taint, because a void link stays void no matter how many hands later; employment; and a litigation screen of the company and the people behind it.

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The notary will check everything anyway, right?

The notary authenticates the deed — that the signatures, authority and formalities are right. That is their legal role, and they do it well. It is not a liabilities audit: nobody at the closing table is paid to find the target's problems except the buyer's own counsel.

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How long does due diligence usually take?

A fast red-flag scan gives a go or no-go decision in days. Standard company due diligence runs a few weeks; an acquisition-grade review typically 3–6 weeks. Against a deposit you cannot recover, the initial scan is the cheapest part of the whole deal.

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Do the employees come with the company?

In a share sale, yes — the employer never changed, so all staff continue with their tenure intact. That means their severance exposure is part of what you are buying: terminating people after an acquisition triggers the full statutory schedule, scaled by years of service.

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Should I buy the assets instead of the shares?

Sometimes — an asset deal leaves the corporate history behind, but it changes the tax and transfer-cost maths, licences generally do not transfer, and any land element re-runs the foreign ownership rules from scratch. Which structure wins is exactly the advice moment; there is no default answer.

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This is general information for business owners, not legal advice for your own situation. If your circumstances are specific, ask — it is cheaper to ask now than to repair later.

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Last checked: 2026-08-03