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Contributors: Almaida Askandar, S.H., MBA, and Rania Adhara Safira, S.H.

Published on 31 May 2026 by IABF Law Firm, Jakarta, Indonesia.

Indonesia Stock Exchange Introduces Key Listing Reforms in 2026

The Indonesia Stock Exchange (Bursa Efek Indonesia or “IDX”) has introduced major listing reforms through IDX Board of Directors⁠⁠’ Decision No⁠⁠. Kep-00045/IDX/03-2026 on the Listing of Shares and Equity Securities other than Shares Issued by Listed Companies (⁠⁠“Regulation I-A”⁠⁠), supported by Circular SE-00004/IDX/03-2026 (“IDX Circular Letter 4/2026”). The reforms are further bolstered by a new reporting mandate (KEP-00052/IDX/04-2026). IDX and the Indonesian Central Securities Depository (Kustodian Sentral Efek Indonesia or “KSEI”) also introduced a new mechanism to monitor high shareholding concentration under Joint Decree No. KEP-00047/IDX/03-2026 and KEP-0024/DIR/KSEI/0426 (“Joint IDX–KSEI Decree”). Together, these reforms tighten free-float standards, improve ownership transparency, strengthen governance requirements, and address liquidity risks from concentrated shareholding.

I.       Regulation I-A

a.     Stricter Free Float Requirements

The definition of free float has been narrowed to ensure only genuinely tradable shares are counted. Free float shares must be in scripless form, listed on the IDX, and not subject to any transfer restrictions. Key exclusions from the free float pool now include:

• • • held by shareholders owning less than 5%;
    • not owned by controlling shareholders or affiliates;
    • not owned by directors or commissioners;
    • not treasury shares; and
    • not otherwise restricted.

This ensures that only genuinely tradable shares are counted as public float.

b.     Lock-Up of the Controlling Shareholders

IDX may require controlling shareholders of prospective listed companies to maintain control for at least 12 months following listing. If a change of control is disclosed during the IPO process, the new controller inherits the same obligation.

c.     Enhanced Governance and Financial Reporting Standards

Prospective listed companies must ensure that financial statements are prepared by personnel holding recognized accounting certifications or, alternatively, by a practicing or public accountant. In addition, members of the Board of Directors, Board of Commissioners, and Audit Committee will be required to undertake continuing education in capital markets and corporate governance.

d.     New IPO Free Float Thresholds

The methodology for determining IPO free float has shifted from an equity-based approach to a market capitalization-based approach:

Listed companies must also meet minimum free-float share requirements of 300 million shares (Main Board) or 150 million shares (Development Board). Additionally, Main Board candidates must now demonstrate positive retained earnings in their most recent financial statements, ensuring that only financially stable companies qualify for the top-tier board.

e.     Ongoing Free Float Increased to 15%

Regulation I-A increases the minimum ongoing free float requirement for listed companies from 7.5% to 15% of total listed shares. Recognizing that certain issuers may require time to comply, the regulation provides for a phased implementation period, as set out below:

II.     IDX Circular Letter 4/2026

The Circular provides further guidance on free float calculations. Several categories of shares are expressly excluded from free float, including:

• • shares subject to transfer restrictions;
  • shares held by venture capital and private equity investors;
  • shares subject to seizure or blocking orders; and/or
  • employee shares subject to lock-up arrangements.

The Circular also clarifies that certain institutional investors, such as insurance companies, pension funds, investment managers, sovereign wealth funds, mutual funds, and broker-dealers, may qualify as public shareholders for free-float purposes.

III.   IDX Decree KEP-00052/IDX/04-2026

Effective 1 April 2026, IDX has enhanced monthly share ownership reporting requirements. Listed companies must disclose:

• • individual controlling shareholders and their ownership interests;
  • affiliated shareholders holding less than 5% of shares, including their Single Investor Identification (SID); and
  • employee shareholdings subject to transfer restrictions.

The new requirements are intended to improve transparency over ownership and control structures while maintaining confidentiality for certain investor information.

IV.    Joint IDX–KSEI Decree

Effective 12 April 2026, IDX and KSEI introduced a monitoring framework for High Shareholding Concentration (“HSC”). Under this framework, companies with highly concentrated ownership structures may be designated as HSC and publicly identified by IDX. The designation is intended to address liquidity concerns and reduce the risk of abnormal price movements caused by limited public shareholding. Importantly, HSC-designated stocks are excluded from major indices such as LQ45, IDX30, and IDX80.

The 2026 reforms significantly raise the bar for listed companies and those wanting to go public. Key themes include stricter free-float requirements, enhanced ownership transparency, stronger governance expectations, and increased oversight of concentrated shareholdings. Companies with low public float levels, concentrated ownership structures, or venture capital and private equity investors should review their compliance position and explore necessary restructuring strategies to meet the new requirements.

Disclaimer

This news update is prepared for general informational purposes only. The content does not constitute legal advice, a legal opinion, or counsel from IABF Law Firm. The information contained herein may not reflect the most current developments. Any quotation, distribution, or use of this information for any purpose is solely at the user’s own risk.