BEI Opens Up Ownership: Who Will Control the Indonesian Stock Exchange?

Until now, ownership of the Indonesia Stock Exchange (BEI) has been tied to the status of Exchange Members. That structure is now changing. The Financial Services Authority (OJK) has issued OJK Regulation Number 13 of 2026 on Shareholders of Stock Exchanges, which provides the legal basis for the demutualization of the Stock Exchange. This regulation has been in effect since its promulgation on 17 September 2026.

In simple terms, demutualization changes the Exchange’s structure from one in which its shares are exclusively owned by Exchange Members to one in which shares may be owned by other parties, including Indonesian legal entities that are not Exchange Members. This change was previously enabled through Law Number 4 of 2026 on Amendments to Law Number 4 of 2023 on the Development and Strengthening of the Financial Sector. Article 8, as amended, provides that shareholders of a Stock Exchange may consist of individuals and/or Indonesian legal entities, whether Exchange Members or non-Exchange Members.

The question then is: who should own the Stock Exchange?

No Longer Limited to Exchange Members

POJK 13/2026 provides that shareholders of a Stock Exchange may consist of individuals and Indonesian legal entities, whether Exchange Members or non-Exchange Members.

However, ownership is not unlimited. Pursuant to Article 17 of POJK 13/2026, one party may own shares in the Stock Exchange, directly or indirectly, up to a maximum of 5%. Ownership exceeding 5% remains possible, but requires approval from the OJK.

To obtain such approval, a party seeking to own more than 5% must provide added value for the development of the Stock Exchange. The criteria include capital strength, the ability to provide trading technology and infrastructure, domestic and international connectivity, access to liquidity, and the ability to support market deepening.

Furthermore, Article 20 of POJK 13/2026 prohibits any one party from holding a majority of the shares in the Stock Exchange, either directly or indirectly, including through affiliates. A majority, as explained in the regulation, means more than 50%. This means that the design of demutualization is not intended to transfer the Stock Exchange to a single new owner. Rather, its ownership structure is designed to be dispersed to prevent the dominance of any one party.

The Government May Also Become a Shareholder

Another noteworthy aspect is the involvement of the state. Article 8 of POJK 13/2026 provides that the Ministry of Finance, Bank Indonesia, and the Daya Anagata Nusantara Investment Management Agency may become shareholders of a Stock Exchange. However, such ownership must continue to preserve the independence of the Stock Exchange.

This means that, legally, the government and the institutions specified in the regulation may enter the ownership structure of the Stock Exchange. However, a distinction must be made between “may become shareholders” and “are already shareholders.” The POJK does not state that these three parties currently hold shares in BEI.

The question, therefore, is not merely who may own shares, but how to prevent shareholders’ interests from influencing the functions of the Stock Exchange.

This is because the Stock Exchange is not an ordinary company.

Ownership of the Stock Exchange vs. Regulatory Functions

The Stock Exchange performs functions that directly intersect with the interests of market participants. Accordingly, POJK 13/2026 specifically regulates the separation of regulatory, supervisory, and business functions.

Pursuant to Article 23, the Stock Exchange must have a member of the Board of Directors responsible for regulatory functions, including the regulation of the listing and delisting of Securities, trading, clearing and settlement of transactions, membership requirements, risk management, and compliance. The Board of Directors responsible for these functions must be separate from the Board of Directors responsible for supervisory and business functions.

The Stock Exchange must also implement information barriers so that data from regulatory, licensing, supervisory, and compliance-monitoring units does not flow freely to business units.

Accordingly, demutualization does not mean that the functions of the Stock Exchange will become solely profit-driven. The POJK continues to place independence and market integrity as core principles. This is expressly affirmed in Article 2, which provides that demutualization must continue to preserve the independence of the Stock Exchange, market integrity, and the regulatory and supervisory functions of the OJK.

Then, What Are the Interests of the Shareholders?

Demutualization also carries economic consequences. The POJK allows the Stock Exchange to distribute dividends to shareholders, while continuing to take into account the establishment and accumulation of reserve funds for the operation and development of the Stock Exchange.

This is where corporate interests and market interests intersect. Shareholders naturally have an economic interest in the company, while the Stock Exchange has a broader function because it forms part of the capital market infrastructure.

Therefore, the issue is not merely who owns shares in BEI, but how such ownership can be prevented from becoming control over the functions of the Stock Exchange.

The OJK itself states that demutualization is intended to strengthen governance, increase investor confidence, and broaden stakeholder participation.

For the next stage, BEI has scheduled an Extraordinary General Meeting of Shareholders (EGMS) for 28 October 2026. However, BEI Development Director Iding Pardi stated that the meeting is a routine EGMS and it cannot yet be confirmed whether demutualization will be discussed, as the process of admitting new shareholders is still ongoing and ownership exceeding 5% requires OJK approval.

What should be noted is that ownership of the Stock Exchange may now be broadened, but control over the Stock Exchange must not become concentrated. The challenge is to ensure that new owners, whether business actors, strategic investors, the public, or parties specifically identified in the regulations, remain subject to a governance framework that safeguards the independence of the Stock Exchange and market integrity.