AGENCY AND DISTRIBUTION PERMIT IN INDONESIA

Based on Article 2 of the Minister of Trade Regulation No. 24 of 2021 concerning the Agreement for Distribution of Goods by Distributors or Agents, it states that “domestic producers may appoint business actors in distribution to distribute goods to retailers.” This provision certainly helps producers market their products more efficiently and also opens opportunities for distribution business actors. On the consumer side, the appointment ensures the authenticity of the products they will use.

Business actors may be appointed as distributors, exclusive distributors, agents, or exclusive agents based on an appointment agreement. A distributor is a business actor appointed by the principal to act on their own behalf or on behalf of the appointing principal to market goods, while an agent is a business actor appointed by the principal as an intermediary to act on behalf of the principal for a commission in marketing goods without owning and/or controlling the goods. Business actors with exclusive rights are known as Exclusive Distributors or Exclusive Agents, and this exclusive right is a special privilege granted by the appointing principal to be the sole distributor or agent for marketing goods in Indonesia or specific marketing areas.

Business actors, whether distributors, exclusive distributors, agents, or exclusive agents, are appointed by the principal based on an agreement. The agency or distribution appointment agreement must at least include the provisions in Article 6, paragraph (3) of the Minister of Trade Regulation No. 24 of 2021 as follows:

1. Names and full addresses of the parties making the agreement;
2. The purpose and objective of the agreement;
3. The status of agency or distribution;
4. The type of goods covered by the agreement;
5. Marketing area;
6. Rights and obligations of each party;
7. Authority;
8. Agreement duration;
9. Termination of the agreement;
10. Dispute resolution method;
11. Applicable law; and
12. Time frame for resolution.

Agency or Distributor Registration Certificate (STP)

The appointment agreement serves as the basis for business actors who have been appointed to apply for an Agency or Distribution Registration Certificate (STP) at the Ministry of Trade of the Republic of Indonesia. This certificate is a permit for business actors appointed as distributors, exclusive distributors, agents, or exclusive agents to conduct marketing in Indonesia. The steps and requirements to obtain the Agency or Distribution STP are as follows:

1. The business actor submits an STP application through the PB-UMKU page on the Online Single Submission portal;
2. The applicant will be directed to complete the application data, including company data, required documents, product data, labor data, and principal data via the website https://inatrade.kemendag.go.id/#/ ;
3. The application is submitted, and the data provided by the business actor will be verified;
4. After all data is validated, the Agency or Distribution STP will be issued.
5. The following documents are required by business actors to apply for the Agency or Distribution STP:
6. NIB (Business Identification Number);
7. NPWP (Taxpayer Identification Number) and Registered Certificate;
8. Technical Permit from the relevant authority;
9. Industrial Business License (IUI) from the principal, if the agreement is with a domestic manufacturer principal;
10. Industrial Business License (IUI) from the principal supplier, if the agreement is with a principal supplier in the form of a PMA distributor located within Indonesia;
11. Foreign Trade Representative Office Business License (SIUP3A) from the principal supplier in the form of a Foreign Trade Representative Office (P3A) within Indonesia;
12. A letter confirming the authority of the principal manufacturer to appoint a distributor or agent, if the agreement is not from the Manufacturer Principal (Supplier, Subsidiary, or Representative);
13. General Importer Identification Number (API UMUM), specifically for foreign-made goods distributors/exclusive distributors;
14. Copy of the Company Establishment Deed and/or its amendments, certified by the Ministry of Law and Human Rights of the Republic of Indonesia;
15. Copy of the Permanent Business License or approval letter from BKPM if the agreement is with a foreign direct investment company engaged in distribution;
16. Copy of the business license for the foreign trade representative company if the agreement is with a foreign trade representative office;
17. For Agents or Exclusive Agents, a statement letter declaring they do not own or store the goods;
18. A brochure/catalog/leaflet from the principal containing the type of goods and/or services;
19. Copy of the valid business permit or registration letter from a relevant technical authority for specific goods according to applicable regulations;

The appointment agreement must be in Indonesian. If the agreement is in a foreign language, it must be translated by a sworn translator and legalized by a Notary Public or Public Notary and the Trade Attaché of the Republic of Indonesia or the official representative office of Indonesia in the principal’s country.

Based on the above explanation, it can be concluded that business actors who have been appointed as distributors, exclusive distributors, agents, or exclusive agents must apply for an Agency or Distribution STP to conduct marketing in Indonesia. You can consult the STP Agency and/or Distribution process with us at 0877 7926 0613 or info@pnpclawyer.com .