(Business Registration Services) Nowadays, more foreign investors are interested to invest in Thailand as Thailand is considered as the gateway to ASEAN and the Excellent Strategic Investment location according to the significant factors such as market size with quality purchasing power of ASEAN, China, and India, resilient macro-economic stability and growth, leading production and exporting hub, diversity of strength: from modern agriculture to manufacturing , infrastructure readiness and the government policy on attracting the investors to invest in special economic zone by giving benefit and more incentives if invest in the Eastern Economic Corridor project area (EEC project) located in Rayong, Chachoengsao and Chonburi, connect with 10 target industries under the Thailand 4.0 policy which takes into account the shifting of Thailand’s economy to value-based, innovation-driven economy. If you are the foreigner who can see the opportunities and want to do business in Thailand, we can help you to set up the business in Thailand with the best solution according to your objective and needs, there are various different kind of legal entities that can be selected on business registration in order to meet your business objective and conditions;
- It needs at least 3 persons to be promoters and at least one director.
- Physical address for registration
- At least 51% of a company’s share must be held by Thai Citizen.
1. One or more partners whose liability is limited to such amount as they may undertake to contribute to the partnership.
2. One or more partners who are jointly and unlimitedly liable for all the obligation of the partnership
A limited partnership must be managed only by the partners with unlimited liability, it must be registered and are taxed as a limited company, with no tax advantage if comparing to the limited company.
- A minimum of 15 promoters is required for formation and registration of a public company.
- The board of directors must have a minimum of 5 members, at least half of whom must have a domicile in Thailand.
- Each share of the company shall be equal to value and be fully paid up at only one time.
- No less than one half of the total number of promoters have their domicile in Thailand
- The promoter shall subscribe for shares and all the shares so subscribed must be paid up in money in an aggregate amount equal to not less than 5 percent of the registered capital and the shares cannot be transferred within two years form the registration, except with the approval of the shareholders at a meeting of the shareholder.
The characteristics of Representative Office
- Be the juristic person established in accordance with the foreign law and established an office in Thailand in order to operate the service business to their head office or their affiliated companies or the group companies in foreign country only;
- Render services to the head office, affiliated company or group company without receiving income from service, except for funds to cover the expenses of the Representative Office that are received from the head office;
- The Representative Office has no authority to receive purchase order or to offer for sale or to negotiate on business with any person or juristic person.
The scope of service of the representative office
- Finding sources of goods or services in Thailand for the head office.
- Inspecting and controlling the quality of goods purchased in Thailand by the head office.
- Providing advice and assistance concerning goods of the head office sold to agents or consumers in Thailand.
- Disseminating information concerning new goods or services of the head office.
- Reporting on business developments in Thailand to the head office.
The requirement for foundation registration
- Foundation must have an asset for value at least THB500,000, at least THB250,000 in cash and this amount cannot be used for any expenses, it must be retained in the bank account.
- Must have regulation of the foundation and it does not conflict with the law.
- Must have at least three persons to form a board of director for the establishment and manage the foundation in pursuant to the objectives.
- Must have official name and address to be registered under the Commercial and Civil Code, the revision edition B.E. 2535
- A Joint in investment and sharing profit or loss according to the joint venture agreement.
- The partners have a mutual right to control the project and have the joint responsibility to third parties that involved in the joint venture.
Foreign Business License (FBL)
- Rice milling and production of flour from rice and economic plants.
- Fishery only in respect of the hatching and raising of aquatic animals.
- Forestry from a grown forest.
- Production of plywood, veneer wood, chipboards or hardboards.
- Production of lime.
- Provision of accounting services.
- Provision of legal services.
- Provision of architectural services.
- Provision of engineering services.
- Construction, with the exception of:
(a) Construction of structures for delivery of infrastructure public services in the sphere of public utilities or transportation requiring the use of special apparatuses, machines, technology or expertise, with the minimum capital of five hundred million Baht or upwards from foreigners;
(b) Construction of other types as prescribed in the Ministerial Regulation
- Brokerage or agency businesses, with the exception of:
(a) being a broker or an agent in the sale or purchase of securities or in services related to futures trading of agricultural commodities or financing instruments or securities;
(b) being a broker or an agent in the sale, purchase or procurement of goods or services necessary for the production or the provision of services amongst affiliated enterprises;
(c) being a broker or an agent in the sale or purchase, procurement, distribution or acquisition of domestic and foreign markets for the distribution of domestically manufactured or imported goods, which is in character the operation of international trade, with the minimum capital of one hundred million Baht or upwards from foreigners.
(d) being a broker or an agent of other types as prescribed in the Ministerial Regulation.
- Sale by auction, with the exception of:
(a) a sale by auction which, in character, involves international bidding of items other than antiques, objects of antiquity or artistic objects that are artistic works or handicrafts or objects of the antiquity of Thailand or of historical value of the country;
(b) sales by auction of other types as prescribed in the Ministerial Regulation
- Internal trade related to traditional agricultural products or produce not yet prohibited by law.
- Retail sale of goods of all types with the total minimum capital in the amount lower than one hundred million Baht or with the minimum capital of each store in the amount lower than twenty million Baht.
- Wholesale of all types with the minimum capital of each store in the amount lower than one hundred million Baht.
- Advertising business.
- Hotel business, with the exception of the hotel management service.
- Guided touring.
- Sale of food and beverages.
- Cultivation, propagation or development of plant varieties.
- Other service businesses, with the exception of service businesses as prescribed in the Ministerial Regulation.
- Loans from banks or other financial institutions which are incidental to a licensee’s business operations can be made to an amount not exceeding the proportion of one part capital/ remitted foreign currencies to seven parts loan
- At least one director/representative who is in charge of the operation of permitted business shall be domiciled in Thailand
- Bringing or remitting the minimum capital into Thailand for the commencement of business operation
3.1. The time period for bringing or remitting. A natural person or juristic person not registered in Thailand must bring or remit foreign currencies as the minimum capital into Thailand from the commencement date of the business operation or the date of license in satisfaction of the following criteria:
3.1.1. In the case where the period of business operation is less than three years, the minimum capital must be brought or remitted into Thailand within six months.
3.1.2. In the case where the period of business operation is 3 years or more, the minimum capital must be brought or remitted within 3 years:
– During the first three months, not less than twenty-five percent of the minimum capital must be brought or remitted into Thailand;
– Within one year, fifty percent of the minimum capital must be brought or remitted into Thailand;
– The remainder must be brought or remitted into Thailand each year in the amount of not less than twenty-five percent of the minimum capital (provided that the amount of minimum capital must be converted into Thai Baht pursuant to the reference exchange rate at the date of bringing or remittance of minimum capital into Thailand).
3.2. Evidence of bringing or remittance of the minimum capital into Thailand must be submitted to the Department of Business Development within fifteen days from the date of bringing or remittance of minimum capital into Thailand.