Real Estate Going Global Indonesia

www.pwc.com/goingglobal
Real Estate
Going Global
Indonesia
Tax and legal aspects of
real estate investments
around the globe
2012
Real Estate Going Global – Indonesia 1
Contents
Contents
Contents ............................................................................................................................... 2
Real Estate Tax Summary − Indonesia .............................................................................. 3
Real Estate Investments − Indonesia ................................................................................. 4
Contacts ...............................................................................................................................15
All information used in this content, unless otherwise stated, is up to date as of
15 August 2012.
Going Global – Indonesia 2
Real Estate Tax Summary − Indonesia
Real Estate Tax Summary −
Indonesia
General
Under the current land regulations the option for a foreign citizen and/or entity to own
land (and buildings, as the case may be) in Indonesia is quite limited and depending
on the selected line of business (i.e. that which is open to direct foreign investment),
a foreign investor may acquire limited land titles in Indonesia by forming
an Indonesian direct foreign investment company or acquiring an existing Indonesian
limited liability company.
Rental income
Rental income from real estate property is subject to final income tax of 10% from
the gross rental fee. The final tax on rental of land/buildings is withheld by third parties
(i.e. tenants) and constitutes the final settlement of the income tax for that particular
income. Consequently, any corresponding expenses (including depreciation
of the relevant buildings and interest expense) will be non-deductible for tax purposes.
Transfer of land and building
A transfer of land and building is subject to 5% final income tax from the higher of the
transaction value or the tax imposition base (referred to as the “NJOP”) as determined
by the tax office. For transfers of simple houses and apartments conducted by taxpayers
engaged in a property development business, the tax rate is 1% final income tax.
On the transferee side, an acquisition of land and building rights will give rise to
5% duty (Bea Perolehan Hak atas Tanah dan Bangunan or BPHTB). The 5% duty is
imposed on the higher of the transaction value or NJOP.
Value added tax (VAT)
Real estate transactions are also subject to value added tax at a rate of 10%. For these
purposes, real estate transactions include rental and sales of real estate properties.
Charges for common services for office buildings and the like are also subject to VAT
at 10%.
Real Estate Going Global – Indonesia 3
Real Estate Investments − Indonesia
Real Estate Investments −
Indonesia
Legal aspects
Investing in real estate
Indonesian law and regulations do not specifically use the term 'real estate'. However,
the reference to 'real estate' in the Indonesia’s Standard Business Classification Code
(“KBLI”) includes land and any buildings or structures on it. Generally, buildings or
structures on land are also owned by the land owner. However, Indonesian land law
acknowledges the horizontal land separation principle (asas pemisahan horizontal),
where buildings or structures on a land are not part of the land, i.e. the rights over
the land do not automatically cover ownership of the buildings or structures on it.
Generally speaking, an interest in real estate can be held by foreigners through land
ownership (i.e. based on a particular land title) or land lease schemes. Under
the current land regulations the option for a foreign entity to own land (and buildings,
as the case may be) in Indonesia is quite limited (i.e. through HGB, HGU, HP, and Hak
Sewa – as further explained below). Depending on the selected line of business (i.e. one
which is open to direct foreign investment), a foreign investor may acquire limited land
titles in Indonesia by forming an Indonesian direct foreign investment company
(known as “PT PMA”) or acquiring an existing Indonesian limited liability company
(status of which will then be converted to PT PMA upon acquisition).
Real estate business activities – direct foreign
investment
In terms of real estate business, Presidential Regulation No. 36 of 2010 on the List
of Business Sectors Closed and Open for Investment with Conditions (“Negative List”)
provides that real estate brokerage is closed for foreign investors while real estate
development is not regulated under the Negative List and thus arguably should be open
for foreign investors through a PT PMA.
Having said that and given the current policy of foreign investment in Indonesia, we
perceive that it will need to be a large-scale and significant real estate development.
There is no clear definition of large scale; however noting the amount of minimum
investment mentioned below presumably approval for acquiring small land holdings
or houses through a PMA company is unlikely.
Foreign companies and individuals, alone or together with Indonesian limited liability
companies, individuals and cooperatives, generally need to establish PT PMA
in accordance with Law No.25 of 2007 on Capital Investments (“Investment Law”)
to engage in businesses/activities open to direct foreign investment, which will need to
be approved by the Capital Investment Coordinating Board (“BKPM”).
If a foreigner wants to establish a PT PMA, based on the current investment policy by
BKPM, there will be a minimum investment of USD 1.2m.
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Real Estate Investments − Indonesia
Types of land titles in Indonesia
Generally, there are five types of land title recognized in Indonesia:
• Right of Ownership (Hak Milik or HM)
• Right to Build (Hak Guna Bangunan or HGB)
• Right to Use (Hak Pakai or HP)
• Right to Cultivate (Hak Guna Usaha or HGU)
• Right to Manage (Hak Pengelolaan or HPL)
• Right to Lease (Hak Sewa)
Hak Milik (HM)
HM is the strongest and fullest hereditary right which may be held on land. HM does
not have any time limit. However, please note that all the rights to land in Indonesia
(including HM) have a social function, meaning that the usage of the land has
to comply with the condition and nature of the right, thereby benefiting the owner,
the community and the country.
HM can only be owned by Indonesian citizens (individuals) and some corporate entities
determined by the government (e.g. social and religious institutions). Other Indonesian
corporate entities and foreign citizens may not own land with HM.
HM may be transferred to other parties either by sale/purchase, exchange, donation,
inheritance and other acts meant for the transfer of HM. HM can also be pledged as
collateral for debt, by encumbering it with a mortgage (Hak Tanggungan)
or encumbrance right under Law No. 4 of 1996 on Mortgages (“Mortgage Law”).
Right to build (HGB)
HGB is basically a right granted by the government to establish and construct
(buildings) on land for a period of, theoretically, at the most 30 years, which may be
extended for another 20 years. Nowadays we normally see HGB certificates, especially
in Jakarta, with periods of 20 years. After the term of extension expires, a HGB title
may theoretically be renewed for another 30 years.
HGB may be granted to (i) Indonesian citizens, (ii) Indonesian corporate entities
established under Indonesian law and domiciled in Indonesia, including PT PMA.
HGB may be acquired by:
(i) transferring the (existing) HGB from the holder to the transferor, by sale/purchase,
exchange or donation;
(ii) creating or granting the HGB title on top of land already granted HM or HPL, or on
state land (tanah negara).
HGB may also be pledged as collateral for debts by encumbering it with a mortgage.
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Real Estate Investments − Indonesia
Right to use (HP)
Law No. 5 of 1960 on Agrarian Affairs (“Agrarian Law”) defines HP as the right to use
and/or collect the products of land directly administered by the government. The types
of land on which HP title can be granted are state land, and HM and HPL land. This
means that HP title can be created on top of these land titles (HM and HPL).
HP title is granted for a maximum period of 25 years and can be extended for
a maximum of 20 years. Afterwards, the term can be renewed for another 25 years. HP
on HM land is granted for a maximum of 25 years and cannot be extended.
Theoretically, HP can also be granted for an unlimited time, to be used as government
offices, international organization offices or foreign embassies.
HP may be owned by (i) Indonesian citizens; (ii) foreigners residing in Indonesia; (iii)
corporate bodies established according to the Indonesian law and domiciled in
Indonesia (including PT PMA); (iv) foreign corporate bodies with a representative
in Indonesia; (v) departments, non-department government bodies and regional
governments; (vi) foreign country representatives and international organization
representatives; and (vii) religious and social institutions.
Under the relevant law, land with HP title may also be pledged as collateral.
Right to cultivate (HGU)
HGU is the right to cultivate land which is administered by the government. This title
is normally granted to land for cultivation/plantation businesses. The period of HGU
title is 35 years and may be extended for another 25 years, with renewal for another
35 years at the most. The minimum size of land for HGU is five hectares (“Ha”),
and the maximum is 25 Ha (for individuals). For corporate bodies, these sizes will be
determined by the Land Office.
HGU may only be granted to:
• Indonesian citizens;
• Indonesia corporate entities which are domiciled in Indonesia, including PT PMA.
Right to manage (HPL)
The title is only granted to state-owned companies and government agencies with,
normally, an unlimited term. The land itself normally comes from the land
administered by the government and is allocated for government agencies.
Theoretically, other land titles, i.e. HGB and HP, can be granted on top of HPL land.
Right to lease (Hak Sewa)
Article 16 of the Agrarian Law lists Hak Sewa or Right to Lease as one of the “titles” for
land. Article 44 of the Agrarian Law further provides that Hak Sewa is a land title that
gives its holder the right to construct a building on another person’s land, upon
payment of rent.
While HP is a primary land title as it is granted by the government and constructed
on state land, Hak Sewa is a secondary or derivative title granted by a holder of a land
title. As Hak Sewa is a derivative title, Hak Sewa in practice is rarely used.
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Real Estate Investments − Indonesia
This is not a registered land title with the Land Office. It is generally a contractual right
over the existing title. This could be used for example for build operate and transfer
schemes (which might be the case in respect of retail business).
Unfortunately Hak Sewa is not a registered land title with the Indonesian Land Office
(as it is generally a contractual right over the existing title). The only protection given
to leases is under article 1576.1 of the Indonesian Civil Code which loosely provides that
the "Selling of a leased object does not terminate the lease on the object unless it has
been agreed so upon the entry into the lease agreement".
Land registration system in Indonesia
Indonesia’s land registration was initially based on a system commonly known as
“registration of deeds”. After the Agrarian Law was enacted in 1960, Indonesia adopted
a system commonly known as “registration of title” because (i) land registrations are
recorded in a land registration book at the relevant Land Office and (ii) land title
certificates are issued to serve as a strong evidence of ownership to land. However,
the Land Office does not provide a guarantee on the status of the land being registered
as the land certificates are not construed as absolute evidence of ownership, i.e. if other
parties can prove in a court of law ownership over a plot of land title that has been
issued a land certificate, then such land certificate can be cancelled.
The Indonesian law concept provides that a land certificate is a proof of rights which
serves as strong evidence of the physical and juridical data stated therein, as long as
the physical and juridical data are in accordance with the data stated in the related
measurement letter and land registration book.
Land title registration is managed by the regional Land Office with jurisdiction where
the land/premise is located.
Brief overview of land acquisition
The process of land acquisition in Indonesia is relatively complex and time-consuming.
Generally, the procedure of acquiring land in Indonesia under the relevant land
regulation is as follows:
Obtaining Izin Lokasi (Location Permit)
Based on Minister of Agrarian Affairs/Head of National Land Agency Decree No.
2 of 1999 on Location Permits (Decree No. 2/1999), a company which has obtained
investment approval must obtain a Location Permit to acquire land for its business
activities. In practice, this requirement will also apply for every non-PT PMA that will
acquire land for its business activities.
A company must apply for a Location Permit from a local government
(Municipality/Regency Government/Bupati). Before granting the Location Permit, the
Bupati will consider, among other things, the recommendation of the Camat (district
head) and the Lurah (Head of Village), and the zoning of the area.
The Location Permit allows its holder to acquire land covered by the approval
in accordance with a regional development plan and to apply for the transfer of
the rights over that land. A holder of a Location Permit must acquire the land subject
to those rights within one to three years depending on the size of the land (which can be
extended to one year subject to the fulfilment of certain conditions, and if the holder
of the Location Permit has acquired 50% of the land granted under the Location
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Real Estate Investments − Indonesia
Permit); otherwise, the holder may lose the right to acquire the land covered by
the Location Permit.
However, exemptions from the requirement to obtain a Location Permit apply
in the following events:
• The land derives from retribution in-kind (inbreng) from a shareholder of
the company.
• The land is already controlled by another company, and it is being acquired for
the purpose of continuing the investment plan of the other company, provided that
approval from the relevant authority has been obtained.
• The land is located in an industrial complex/zone.
• The land is from a development authority of a certain region, which is in accordance
with the regional development plan.
• The land is required for the expansion of an ongoing business, for which
the expansion has obtained the required approval from the relevant authorities.
• The land is less than 25 Ha (for the agriculture business sector), and not more than
1 Ha (for non-agriculture industries).
• The land is already owned by the company, and the purpose of the land is
in accordance with the zoning plan determined by the government.
The procedure to grant the Location Permit is essentially based on the review
of the land acquisition process and technical land management data, consisting
of the physical examination of the land, and the use and the conditions of the land.
Please note that as a general rule, a location permit is considered a license and
therefore is not transferable. However, if a company that has obtained a location permit
intends to transfer the location permit to another company, the transferee will need to
submit an application to the regional government covering the same area
of the location permit held by the transferor. At the same time the transferor also
submits an application to revoke the location permit it currently holds and requests
that a new location as permit be issued to the transferee for the same location that
of the location permit held by the transferor. Accordingly, the regional government will
issue a new permit under the name of the transferee.
Please note that since a location permit is issued by the local government
(Municipality/Regency Government/Bupati), there may be local regulations that need
to be considered.
Transaction documents in real estate transactions
Generally a buyer will be the one who prepares the documentation related to
the acquisition of real estate. To effect a title transfer due to sale and purchase,
exchange, grant, in-kind contribution, the parties to the transaction must sign a title
transfer deed in a form which is already prepared by the government and the execution
of such deed must be conducted before a land deed officer (“PPAT”) who is licensed
to practice in the area where the land is located.
Usually the following documents are involved in real estate transactions:
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Real Estate Investments − Indonesia
• Conditional Sale and Purchase Agreement: This document is suggested if the title
transfer is subject to certain conditions. For example, a title transfer over a certain
type of land title, e.g. HGU, is subject to government approval. This document also
contains the details of commercial terms of the transaction, e.g. deposit (if any).
• Deed of Sale and Purchase of Land (Akta Jual Beli Hak Atas Tanah): Deed of Sale
and Purchase of Land is the required document for the transfer of ownership over
land. The Deed of Sale and Purchase of Land is prepared by a PPAT and signed
by the buyer and the seller before the PPAT.
Costs usually shouldered by the parties in real estate transactions
The buyer usually pays for:
• Buyer's agent's fees (if any);
• Legal service fees;
• Due diligence fees;
• PPAT service fees;
• Land registration fees; and
• Land acquisition duty.
The seller usually pays for:
• Listing agent's fees (if any);
• Legal service fees; and
• Income tax on the sale of the real estate.
Granting of a land title
Once all requirements to obtain a land title (e.g. HP, HGB or HGU) have been fulfilled,
the relevant Land Office will issue a Decision Letter on the Granting of a new land title.
After the granting of the new land title, the new land title holder will need to register
the land, and the land title certificate will be issued by the regional Land Office. Please
note that the issuance of a land title certificate will occur after the company (i) pays
the administrative fees in relation to the issuance of a land title (which can be
substantial depending on the circumstances) and the land acquisition duty (Bea
Perolehan Tanah dan Bangunan) at a rate of 5% of the estimated value of the land
(determined by the government).
Acquisition of a real estate developer company
Acquisition of a real estate developer company will need to take into account provisions
under the Investment Law (e.g. a local PT will need to convert its status to become PT
PMA once acquired by a foreign entity) and Law No. 40 of 2007 on Limited Liability
Companies (“Company Law”).
An acquisition resulting in the change in control of a company (whether by a transfer
of shares or by way of dilution) needs to follow a strict process under articles
125 (as applicable) and 127 of the Company Law, requiring acquisition plans, a 30 day
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Real Estate Investments − Indonesia
creditor and employee notification procedure prior to the “calling” of the General
Meeting of Shareholders (“GMS”) authorizing the transfer or issue of shares etc
(notices for GMS require a minimum of 14 clear days). A transfer of a 49% interest
to a shareholder that holds 51% is not considered a transfer of control.
If the acquisition is shareholder driven rather than by management of the target
company and the acquirer the more complex process set out in article 125 of
the Company Law (i.e. preparation of acquisition plan) need not be followed – however
there remains the 30 day employee/creditor notification procedure.
Documents required include, among other things:
• an acquisition plan for the target company and purchasing entities (including draft
acquisition proposal by directors and directors resolutions, approved acquisition
plan by commissioners (and commissioners resolutions)),
• notices to creditors and employees, a notice calling a GMS, newspaper
announcements (including an abridged acquisition plan), and
• shareholders resolutions (amendments to articles etc), and transfer deed.
Permit and environmental issues
Government authority relating to land development
In general, land development is controlled and monitored by the provincial and subprovincial governments as well as the Land Office. The authorized party for
the environment is the Ministry of Environmental Affairs. However, each province may
have specific regulations on land development and the environment.
What environmental laws affect the use and occupation of real
estate?
The environmental laws must be taken into account when the use and occupation
of real estate has an impact on environment. Environmental documents to manage
environmental impact may need to be prepared.
Main permits or licenses required for building or occupying real
estate
• A building permit is required for the construction or renovation of real properties.
• A building use permit/building occupational permit is required to be obtained before
occupying a building (depending on the applicable regional regulations).
The explanations above consider matters from a general point of view. Please note
that local requirements/licenses may be applicable depending on the relevant regional
regulations.
Tax aspects
Rental income
Rental income on property owned either by a corporation or an individual is subject
to final income tax at a rate of 10% from the gross rental fees (excluding VAT).
This is withheld by a company tenant, but for individual and foreign tenants,
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Real Estate Investments − Indonesia
the landlord is obliged to pay the 10% final tax due on the rental income through self
assessment mechanism. This 10% tax constitutes the final settlement of the income tax
for that particular income.
Gross rental value is the total amount paid or payable by the tenant in whatever name
or form with respect to land and/or buildings rented. The gross rental value includes
repair costs, maintenance expenses, security expenses and service charges, regardless
of whether these exist in a separate agreement or are included in the rental agreement.
As the rental income is subject to final tax, all expenses related to the property rental
business are non-deductible. Other income (after allowable deductions) of a real estate
company, for example property management, will be subject to the normal corporate
income tax at a flat rate of 25%.
The corporate tax rate of 25% may be reduced to 20% for listed companies that satisfy
all of the following conditions:
• Total shares held by the public is a minimum of 40% of the total paid in capital;
• The total shares are held by at least 300 parties with each holding less than 5% of
total paid in capital;
• The above conditions must prevail for at least six months or 183 calendar days
within one fiscal year.
Transfer of land and building
A transfer of land and building will cause income tax on the deemed gain on
the transfer/sale to be charged to the transferor (seller). The tax is set at 5% of the gross
transfer value (tax base). However, for transfers of simple houses and apartments
conducted by taxpayers engaged in a property development business, the tax rate is
1%. This tax must be paid by the time the rights to the land and building are transferred
to the transferee. All the tax paid constitutes a final tax.
In general, the tax base is the higher of the transaction values stated in the relevant
land and building right transfer deed or the NJOP.
A notary is prohibited from signing a transfer of rights deed until the income tax
has been fully paid.
Duty on the acquisition of land and building rights
A transfer of land and building rights will typically also give rise to BPHTP duty
on the acquisition of land and building rights liability for the party receiving or
obtaining the rights. Qualifying land and building rights transfers include salepurchase and trade-in transactions, grants, inheritances, contributions to
a corporation, rights separation, buyer designation in an auction, the execution of
a court decision with full legal force, business mergers, consolidations, expansions, and
prize deliveries. Acquisition of land and building rights in certain non-business
transfers may be exempt from BPHTB.
BPHTB is based on the Tax Object Acquisition Value (Nilai Perolehn Objek Pajak
or NPOP), which in most cases is the higher of the market (transaction) value or
the NJOP of the land and building rights concerned. The tax due on a particular event
is determined by applying the applicable duty rate of 5% to the relevant NPOP, minus
an allowable non-taxable threshold. The non-taxable threshold amount varies
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Real Estate Investments − Indonesia
by region. The government may change the non-taxable threshold via regulation.
BPHTB is typically due on the date that the relevant deed of land and building right
transfer is signed before a public notary.
A notary is prohibited from signing a deed transferring rights until the BPHTB has
been paid.
Depreciation
For tax purposes, permanent buildings are depreciable in 20 years and non-permanent
buildings are depreciable in 10 years using straight line method. Considered nonpermanent are temporary buildings which materials are not durable. While lands, are
not depreciable.
Other expenses and income
Taxable business profits are calculated on the basis of normal accounting principles
as modified by certain tax adjustments.
Where a final tax applies, expenses relating to rental and/or sales/transfers of property,
including interest, depreciation, and other costs are not deductible for corporate
income tax purposes.
Withholding tax on sales on luxury goods
A corporate taxpayer who sells the following luxury must withhold/collect article
22 income tax at 5% of the selling price excluding VAT and Luxury Sales Tax:
• Houses and land priced at IDR 10bn and 500 square metres width;
• Apartments, condominiums, and similar types of building selling for more than
IDR 10bn and/or having 400 square metres width.
Income tax collected is creditable for the purchasers of the goods.
Tax loss carryforward balance and statutory
of limitation for issuing a tax assessment
Tax losses may be carried forward for a maximum of five years.
A carryback of the tax losses is not permitted. Where a final tax applies, tax losses
cannot be carried forward. A company is engaged in the property business (rental or
sales of land and buildings) can no longer carry forward its tax loss.
Under the current Tax Administration Law, the DGT can issue an underpaid tax
assessment letter for the years up to 2007 only within the years after the incurrence
of a tax liability, the end of a tax period (month) or the end of (part of) a tax year, but
no later than 2013. For years from 2008 onwards, the time spans for the issuing
of underpaid tax assessment letters is reduced to five years.
VAT
VAT applies to real estate transactions at a rate of 10%. For these purposes, real estate
transactions include rental and sales of real estate properties. Charges for common
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Real Estate Investments − Indonesia
services for office buildings and the like are subject to VAT at 10% of the service
charges.
VAT on the sale price of land and buildings, as part of a real estate or industrial estate
price, is levied at the rate of 10% of the invoice value.
VAT on any self-construction work on the following buildings is levied at 4% of total
costs incurred or paid, exclusive of the acquisition price of land:
• Residential house or place of business, and;
• Building space which is equal to or bigger than 300 square metres.
Excluded from the VAT is the delivery of a basic house, very basic house, basic
apartment, rented cottage, student dormitory, and other housing as defined
by the Minister of Finance upon hearing the consideration of the Minister of Settlement
and Regional Infrastructures (e.g. religious and social buildings). In addition to
the exemption, services provided by the building contractors for the construction
of places which are merely intended for worship purposes are also excluded from VAT.
Luxury sales tax (LST)
LST is levied at 20% on apartments, condominiums, town houses with an area of
150 square metres or more, and luxury houses (including office buildings and shop
houses) with an area of 400 square metres or more.
Land and building tax
Land and building tax (Pajak Bumi dan Bangunan or PBB) is a type of property tax
chargeable on all land and/or buildings, unless exempted. PBB rate is specified at
0.5% from the taxable sale value of the object. The effective PBB at present is either
0.1% or 0.2% of the NJOP. PBB is payable annually following an official assessment
issued by the DGT.
An individual or an organization that owns a right to a piece of land, and/or takes
benefits there from, and/or owns, controls, and/or takes benefits from a building can
by law be regarded as the PBB taxpayer for that piece of land and/or building.
Profit distributions
Profit distributions in the form of dividends from an Indonesian corporation to its
shareholders are subject to the following withholding tax rates:
• For corporate resident shareholders, the dividends are subject to withholding tax
of 15%. This 15% withholding tax constitutes a prepayment of the corporate tax
liability for the company earning the dividends. The dividends are effectively subject
to the normal corporate tax rate of 25% at the level of the corporate resident
shareholders. The dividends received by the corporate resident shareholders are
exempt from tax if the following conditions are met:
-
The dividends are received by a limited liability company incorporated in
Indonesia, a cooperative, or a state-owned company;
-
The dividends are paid out of retained earnings; and
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-
The company earning the dividends holds at least 25% of the paid-in capital
in the company distributing the dividends.
• For individual resident shareholders, the dividends are subject to final income tax
of 10%. As the withholding tax is final in nature, there is no additional tax to
be borne at the level of the individual resident shareholders.
• As for non-resident shareholders, the dividends are subject to withholding tax
of 20% (or the applicable reduced treaty rate).
Real Estate Going Global –Indonesia 14
Contacts − Indonesia
Contacts
Advisory
Cliff Rees
Phone: +62 (21) 5289 0550
E-mail: cliff.rees@id.pwc.com
Assurance
Ashley Wood
Phone: +62 (21) 5212901 ext. 75440
E-mail: ashley.s.wood@id.pwc.com
Tax & Legal
Margie Margaret
Phone: +62 (21) 5289 0862
E-mail: margie.margaret@id.pwc.com
Yuliana Kurniadjaja
Phone: +62 (21) 5289 1065
E-mail: yuliana.kurniadjaja@id.pwc.com
Real Estate Going Global – Indonesia 15
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