In Indonesia’s evolving economic context, cross-sector mergers and acquisitions (M&As) are now more than just expansion strategies: they are long-term value catalysts. Companies from sectors such as fintech, logistics, and telecommunications are increasingly joining forces to increase scale and competition. However, behind the potential for multi-bagger transactions, significant legal risks lie—particularly related to competition and regulatory compliance. The ability of cross-sector M&As to become growth engines depends on full compliance with the latest regulations, such as Regulation of the Business Competition Supervisory Commission (KPPU) Number 3 of 2023 (“KPPU Regulation 3/2023”), and corporate preparedness in managing competition risks, including criminal sanctions following the reforms to the Job Creation Law (2023). Updated Notification Regulations With the enactment of KPPU Regulation 3/2023, the M&A notification process has become more efficient and transparent. Notifications are now conducted electronically, and the value of assets or sales that form the basis for notification obligations is calculated only for entities operating in Indonesia. Document completeness checks will be conducted within a maximum of three days after notification is received, and if the transaction potentially poses a monopoly risk, a Commission Council hearing will follow. 1. Fees and Non-Tax State Revenue (PNBP) According to Government Regulation Number 20 of 2023, M&A notifications are subject to Non-Tax State Revenue (PNBP), with a maximum rate of approximately IDR 150 million. This provision places an additional burden on business actors, but also signals that the KPPU is serious about enforcing healthy merger regulations. 2. Compliance & Preventive Programs The KPPU, through its competition compliance program, encourages companies to undertake pre-merger consultations. In its 2024 outreach, the KPPU emphasized that there will be fines (of at least IDR 1 billion) for violations. Furthermore, on its official blog, the KPPU stated that the compliance program helps businesses proactively understand competition risks. 3. Threat of Criminal Sanctions Competition reforms through the Job Creation Law (2023) were followed up by sharpening the criminal aspects of business competition. According to a study in the Scientific Journal of Law Enforcement, although administrative sanctions are still dominant, criminal sanctions are considered important as a deterrent in large transactions. 4. Corporate Risks in Cross-Sector M&A To maximize value enhancement (multibagger), companies must incorporate legal due diligence—including analysis of ownership structure, licenses, and potential market dominance—into their M&A strategies. Without a well-thought-out approach, large transactions can create serious competitive exposure. Conclusion Cross-sector M&A in Indonesia promises tremendous potential for value growth, but it is not a risk-free strategy. Compliance with KPPU Regulation 3/2023, readiness to face the burden of Non-Tax State Revenue (PNBP), and an understanding of criminal sanctions following the Job Creation Law (2023) are prerequisites for mergers or acquisitions to be not only “big” but also legal and sustainable. With a proactive and disciplined legal strategy, M&A can become a real and sustainable growth tool—not a legal time bomb. References Business Competition Supervisory Commission Regulation Number 3 of 2023 concerning the Assessment of Mergers, Amalgamations, or Acquisitions of Shares and/or Assets That May Result in Monopolistic Practices and/or Unfair Business Competition David Nathanael Maruhawa et al., “OPTIMIZATION OF THE MECHANISM OF COMPANY RESTRUCTURING NOTIFICATION PROVISIONS IN INDONESIA: A FORM OF IMPROVEMENT TO PREVENT UNFAIR BUSINESS COMPETITION,” TLUTUH SAWO: Scientific Journal of Education and Humanities 7, no. 2 (April 2023), https://widyasari-press.com/tlutuh-sawo-april-2023/. Zaini Munawir Lubis, Budi Sastra Panjaitan, and Arifuddin Harahap, “Criminal Law Aspects in Business Competition Post Job Creation Law No. 6 of 2023 and Government Regulation Number 44 of 2021 and Presidential Regulation Number 100 of 2024 Concerning KPPU: Criminal Law Aspects in Business Competition Post Job Creation Law No. 6 of 2023 and Government Regulation Number 44 of 2021 and Presidential Regulation Number 100 of 2024 Concerning KPPU,” Scientific Journal of Law Enforcement, July 2, 2025, https://doi.org/10.31289/jiph.v12i1.15194. BUSINESS COMPETITION SUPERVISORY COMMISSION OF THE REPUBLIC OF INDONESIA, “FIVE-YEAR REPORT 2018-2023,” December 2023, https://kppu.go.id/wp-content/uploads/2024/01/Laporan-Lima-Tahun-KPPU-2018-2023.pdf. BUSINESS COMPETITION SUPERVISORY COMMISSION OF THE REPUBLIC OF INDONESIA, “2023 ANNUAL REPORT,” 2023, https://kppu.go.id/wp-content/uploads/2024/05/Laporan-Tahunan-2023.pdf. “KPPU Pushes for Merger & Acquisition Compliance: Adjustment of Notification Rules and Benefits of Compliance Programs,” Business Competition Supervisory Commission, October 9, 2025, https://kppu.go.id/blog/2025/10/kppu-dorong-kepatuhan-merger-akredit-penyesuaian-aturan-notifikasi-d
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