Indonesia’s Financial Services Authority (OJK) has issued OJK Regulation No. 9 of 2025 on the Dematerialisation of Equity Securities and Management of Unclaimed Assets in the Capital Market (OJK Regulation 9/2025). The new regulation marks a significant shift towards a fully electronic capital market by mandating the issuance and trading of equity securities only in scripless (electronic) form. 

A summary of the key provisions under OJK Regulation 9/2025 follows.

Mandatory issuance and trading in scripless form

Dematerialisation is the process of converting securities ownership documents and the physical delivery of equity securities in the form of certificates into an entirely electronic format.

Indonesian public companies are now required to issue equity securities exclusively in scripless form. They are prohibited from issuing physical share certificates.

Public companies and holders of existing physical share certificates must complete the dematerialisation process within five years after 6 May 2025 (Period for Dematerialisation). This requirement also applies to shares with multiple voting rights.

OJK Regulation 9/2025 prohibits the trading of shares with physical certificates after the expiry of the Period of Dematerialisation. After expiry of the Period of Dematerialisation, it only allows transfer of their equity securities in limited circumstances, such as the transfer of equity securities with certificates for the purpose of gifts, donations, inheritance, law enforcement or court decisions.

Dematerialisation procedure

The requesting party must submit the original certificate for securities that are not subject to any legal proceedings to the relevant share registrar or to the public company (where the public company administers its own securities).

The share registrar or public company will validate the certificate to confirm that the identity of the requesting party matches the registered owner. Based on this validation, the dematerialisation request may be accepted or rejected.

Recording of securities post-dematerialisation

Dematerialised securities are recorded in a collective custodian account or escrow account and cannot generally be reconverted into physical form, except for certain limited circumstance. Thereafter, the electronic record serves as official proof of ownership.

The Indonesian Central Securities Depository (KSEI) coordinates with the registrar or the public company to ensure that ownership data is accurate and consistent for reporting to OJK. In the event of discrepancies, the data maintained by KSEI will prevail.

Once registration is complete, the registrar or public company must cancel and destroy the original physical certificates. All parties involved in the process are responsible for safeguarding the confidentiality of securities ownership records.

Management of unclaimed securities

OJK Regulation 9/2025 also sets out procedures to be followed by the share registrars/public companies for dealing with scripts securities that are unclaimed after certain periods after the Period of Dematerialisation and for safeguarding their continued legal status.

Public announcement requirement

Securities registrars and public companies managing their own securities must issue announcements on the dematerialisation process each six-month period during the Period of Dematerialisation explaining the dematerialisation period, procedures, and required documentation.

Announcements must be published through the Indonesia Stock Exchange (IDX) website (for listed companies) and the public company’s official website, and by registered mail to shareholders.

Announcements must be made in both the Indonesian and English languages.

Conclusion

We recommend that public companies, share registrars and custodians proactively review and update their internal procedures, investor communication protocols, and documentation processes to ensure compliance with these new requirements.

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Viska Kharisma David Dawborn Awang Perkasa