Indonesia fines TikTok nearly US$900k over late Tokopedia deal notification

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Indonesia’s competition authority (KPPU) has fined TikTok IDR 15 billion (nearly US$900,000) for failing to meet the deadline to notify regulators of its acquisition of a majority stake in Tokopedia.

The sanction was delivered in a hearing led by commission chair Rhido Jusmadi and members M. Fanshurullah Asa and M. Noor Rofieq at the KPPU’s Jakarta headquarters.

The case stems from TikTok’s move to take control of 75.01% of Tokopedia, leaving 24.99% with GoTo Gojek Tokopedia (GoTo Group). The transaction, effective since 31 January 2024, was structured through TikTok’s Singapore-based acquisition vehicle. Under Indonesian competition law, companies must notify the KPPU of mergers or acquisitions within 30 working days - meaning TikTok should have filed by 19 March 2024.

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According to the KPPU, the late submission amounted to a breach of merger notification obligations. “The primary objectives of the acquisition include re-entering Indonesia’s eCommerce market through a partnership with Tokopedia and enabling the separation of social media and eCommerce systems,” the panel stated in its ruling.

Prior to that, Indonesia had banned direct goods transactions on social media platforms. The move followed growing concerns that these platforms were blurring the line between content and commerce. Regulators argued the practice threatened fair competition, particularly for MSMEs. In response, the government issued a regulation in late 2023 prohibiting social media companies - including TikTok - from directly facilitating sales.

The Tokopedia deal marked TikTok’s strategic re-entry into Indonesia’s fast-growing eCommerce market. Through the partnership, Tokopedia’s marketplace operations are now run under TikTok’s majority control. Reports of job cuts at Tokopedia surfaced in the wake of the acquisition.

KPPU’s decision highlights its continued scrutiny of major digital economy transactions in Indonesia, where discussions around super-app ecosystems and integration deals have intensified concerns over market dominance and fair competition.

Indonesia has emerged as TikTok Shop’s second-largest market globally, generating US$6.2 billion in GMV in 2024 - behind only the US - and capturing around 11% of the country’s US$56.5 billion eCommerce market. The country has also long been one of TikTok’s strongest markets in terms of user base.

KPPU stated that it had previously received a notification, but it was not submitted by the official acquiring entity. Properly, the notification should have been submitted by TikTok Nusantara (SG) Pte. Ltd., the company specifically established to carry out the Tokopedia acquisition, it added.

Consequently, on 7 August 2024, KPPU annulled the notification previously submitted by TikTok Pte. Ltd. and began investigating the alleged late notification by TikTok Nusantara (SG) Pte. Ltd. from 8 August 2024. Taking into account the number of days the notification was delayed - from the original notification deadline to the start of the investigation - TikTok Nusantara (SG) Pte. Ltd. is alleged to have submitted its notification 88 working days late, KPPU said.

“Although KPPU had previously conditionally approved the acquisition and found no negative impact on market competition, the administrative oversight is still considered a violation. In other words, conditional approval does not remove the obligation to comply with administrative requirements,” it added.

KPPU has set a 30-day deadline to pay the fine to the state treasury following the ruling.

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