According to world bank economy ranking, Thailand is the 2nd largest economy in Southeast Asia. Business here in Thailand is a profitable, lucrative, and enjoyable one if you know how to do it right. Though business in Thailand is profitable, but registering a company could be complicated. Many foreigners want to start a business in Thailand but do not know the complete process of registration.
However, before you even consider your journey, you need to understand the complete procedure of company registration in Thailand, Thai business law, and regulation. Let’s discuss the Thai company registration and formation process below: –
Types of Company Foreigners Can Start in Thailand
Foreigner can choose from the flowing companies to start a business in Thailand –
- Limited Liability company.
- Limited Partnership.
- Public limited company
- Representative office, branch office or regional office
Limited Liability Company
The civil and commercial Code governs the limited liability company in Thailand. It requires at least three shareholders and one director to register an LLC. Remember, Thai citizen must hold at least 51% shares of the company. Twenty-five percent of the share must be paid while registering the company.
This is a type of company where the liability of one partner is limited while the liability of other partners is unlimited. The Thai limited partnership is similarly like registering a partnership company. The partners of this company can be either foreigner for a Thai local.
Public Limited Company
The Public Company Act governs all the public limited company in Thailand. To register a public limited company, it requires a minimum share capital of USD 622000 and minimum registered capital of USD 9.3 million. Others requirement includes–
- Minimum 15 shareholders
- At least 5 directors.
- Minimum paid up capital of USD 1
- Half of the company shareholders must be Thai.
Representative & Branch Office
A representative office in Thailand can be 100% foreign owned. A representative office cannot make any direct sales in Thailand. However, this business can only engage in–
- Promoting the business of the parent company.
- Market research.
- Control the quality and quantity of food manufactured in Thailand.
Unlike a representative office, a branch office is not limited to non-trading activities. The branch office is allowed to earn income from Thailand. FBA Act governs all the branch office in Thailand. And they need to require a foreign business license to conduct any activities in Thailand.
Company Registration Steps in Thailand
In this section of this article, we will discuss the steps of company registration in Thailand. The steps are:
- company name registration
- Filling MoA
- Registering a limited company
- Registering for vat & tax and payment of company registration fees in Thailand for foreigners that are imposed by the government.
Company Name Registration
Firstly, you need to choose a unique company name. The name should not be identical to any registered pre-existing company. However, the company cannot use any name that has the term “Investment.” The company name must end with “limited.” Though the company name is in English, but it will be converted and registered in the Thai language.
Filling Memorandum of Association
This is an agreement that is made by the founders of the of the company. The MoA must contain the following information.
- Proposed name of the company.
- Objectives of the company
- Number of the shareholders
- Amount of shares capital proposed for company registration.
- Total number of shareholders
- Total number of shares subscribed to each promoter.
Registering the Company
Once the Memorandum of Association is registered, you are eligible to lodge an application to the Ministry of Commerce for company registration. Remember the company must be registered within three months from the date of MoA registration. These are the following information you must provide in application–
- Total number of companies shares
- Total amount of money receipt from the shares
- Name, NIC, address of directors.
- Address of the registered office or branches
- Mention period for which the company is registered
At this step of company registration, the shareholders of the company may need to disclose the information about the source of investment. The directors of the company need to prepare a statement stating the name of the shareholders and their shared amount.
Registering for Vat & Tax
Once the company is registered, the company needs to registered for tax and vat with 60 days of incorporation. The corporate tax ID can be obtained from the Thailand Revenue Board. The process of vat and tax registration can be done online. The table below shows the government fees for company registration –
|Item||Thai government fees||Stamp Duty|
|Company name registration||Free of charge||10 TBH|
|Statutory Meeting||Free of charges||Nil|
|Company registration||5000-250000 THB for per million baht of capital||Maximum 400 THB|
|Registration for Tax ID||Free of charge||10 THB|
|Filling MoA||50 Bhat for 100000 THB of capital/ 500 THB for 25000 THB||Maximum 200 THB|
|Vat Registration||Free of charge s||10 THB|
Doing business or company registration in Thailand could be problematic for foreigners because most of the foreign investors don’t know the complete process of company registration Thailand . Therefore, it is recommended to contact with business consulting firm who may assist you in doing all sort of business registration paper works. In Thailand S & F Consulting firm is one of the leading business consulting firm. Besides company registration service, they also provide services like -accounting, bookkeeping, auditing, business advisory, and many other.
Frequently Asked Question
It takes maximum 30 days to register a company in Thailand.
Restaurant, real-estate, automobile, health care service and tech product and may other business.
Foreigner who have American citizen ship can register 100% foreigner owned company in all sector.