Our firm consists of a team of dedicated and experienced corporate lawyers who are adept as navigating through complexities and explore options for successfully starting a business in Thailand, regardless of the client’s preferred company type or the nature of their business.
Silk Legal not only assists in getting through the complexities involved with setting up a company in Thailand, we also lead clients through the requirements needed to comply with Thai law as well as visas for foreign staff.
Thai Limited Companies summarized
Requires at least three shareholders
There must be at least one director
A shareholder’s liability is limited to their initial investment in the company
At least 51% of shares must be owned by a Thai national or entity
A minimum registered capital of 2 million Baht per work permit issued
- Company name registration
- Set up a corporate address
- Sign all government forms with the corporate seal
- Preparing necessary documents
- Sign all government forms with the corporate seal
- Company registration completed
Notes on Thai Limited Companies
Registering a private limited company requires at least three shareholders who will act as promoters for the venture. They must be a natural person and will be in charge of signing the registration forms throughout the process. Once the company has been registered with the Department of Business Development, shares can be transferred to Thai or foreign individuals and juristic persons. Applicants must note that this company structure, Thai nationals or legal entities must hold 51% of the company’s shares or more. If this is not the case, the company is required to apply for a Foreign Business License from the Ministry of Commerce, who will determine the company’s eligibility based on its proposed business activities. Nonetheless, it is still possible for foreigners to acquire majority voting rights in their company even if they are a minority shareholder depending on whether they hold ordinary or preferred shares.
Shareholders must appoint at least one person to act as a director of the company. This person can be a promoter during the registration process and will be the primary signatory for all legal documents pertaining to the company. Foreign directors are required to obtain a valid visa and work permit in order to legally work in the company.
A Thai limited company confines the liability of shareholders to their investment in the company. This, however, does not apply to directors during their tenure and within two years following their resignation.
The minimum required capital depends on how many foreigners will be involved in the company. Normally, the company must have a registered capital of 2 million Baht per foreigner working in the company to avail for a work permit.
Once the limited company has been formed and is operational, the company must follow accounting procedures that comply with the Civil and Commercial Code, Revenue Code, and the Accounts Act. A balance sheet and a profit & loss statement are to be submitted after each accounting period as well as an external audit. Failure to comply will incur penalties and fines.
This Visa is appropriate for anyone who lives or regularly visits Thailand but wants to avoid potential issues or lengthy delays due to constant changes in immigration rules. Currently, this visa is an available option for digital nomads wishing to stay in Thailand, retirees who seek to bypass complicated requirements, or investors and business travelers who enter and exit Thailand frequently throughout the year.
Silk Legal can handle the application process on behalf of our clients. We can navigate potential issues arising from being a Thailand Elite card holder. This is especially true for digital nomads, as there are restrictions on work permits for those holding the Thailand Elite Visa and tax implications for those earning income while remaining in Thailand for longer than a total of 180 days in a given year.