Foreign Business Licence (FBL)
Application Services
A Foreign Business Licence (FBL) may be required for foreign persons or foreign-owned companies carrying out restricted business activities in Thailand under the Foreign Business Act. Foreigners, including companies in which foreigners hold half or more of the shares, must obtain it before operating a business in List Two or List Three annexed to the Foreign Business Act B.E. 2542 (1999). Applications are filed with the Department of Business Development (DBD). The law requires applications to be considered within 60 days, and minimum capital of not less than 3 million baht per business is required.
Greenpro KSP handles FBL applications. We begin by verifying whether your business genuinely requires an FBL, or whether it can instead use a Foreign Business Certificate (FBC) through BOI or treaty rights. We then prepare the business plan and documents, and file the application and follow it through until the licence is granted.
Content reviewed by Surapa Jamjang, Certified Public Accountant (CPA)
30 years of experience
Serving over 700 clients
Service fee starting at
150,000 baht
Free assessment before work begins
of whether you need an FBL
What Is an FBL, and Who Needs One?
The Foreign Business Act B.E. 2542 (1999) divides the businesses it restricts into 3 lists. Foreigners may not operate businesses in List One, while businesses in List Two and List Three may be operated once permission is granted. This permission is the Foreign Business Licence, or FBL. If a business is not in the lists annexed to the Act, no FBL is required.
Who Is a Foreigner Under This Law?
- Natural persons who do not have Thai nationality
- Juristic persons registered abroad, such as a parent company that opens a branch in Thailand
- Juristic persons registered in Thailand in which persons under item 1 or 2 hold shares or have invested 50% or more, including partnerships whose managing partner or manager is a foreign national
- Juristic persons registered in Thailand in which persons or juristic persons under items 1–3 hold 50% or more of the shares (held through another layer of company)
Companies that fall under item 3 or 4 are often referred to as foreign companies or foreign juristic persons, even though they are registered in Thailand, and they must obtain a Foreign Business Licence before operating a business in List Two or List Three.
A common mistake: the law uses the words “half or more,” so a company in which foreigners hold exactly 50% of the shares is already treated as a foreigner. A company in which Thai nationals genuinely hold more than half of the shares is not treated as a foreigner; however, having Thai nationals hold shares on behalf of foreigners is an offence (see the Frequently Asked Questions below).
3 Questions to Determine Whether Your Business Needs an FBL
| No. | Question | If yes | If no |
|---|---|---|---|
| 1 | Foreigners hold 50% or more of the shares, or the business is a juristic person registered abroad (e.g., a branch of a parent company) | Go to question 2 | Not a foreigner; no FBL needed |
| 2 | The business is in List Two or List Three and is not among the items exempted by Ministerial Regulation | Go to question 3 | No FBL needed, but minimum capital of not less than 2 million baht is required (except for businesses in List One, which foreigners may not operate) |
| 3 | Can use BOI, Industrial Estate Authority of Thailand (IEAT) or treaty rights (e.g., Thai–U.S.) | Apply for an FBC instead (faster, fixed fee) | An FBL is required |
How Do List One, List Two and List Three Differ?
| List | Nature | Example businesses | Who grants permission / conditions |
|---|---|---|---|
| List One (9 items) | Businesses that foreigners are prohibited from operating for special reasons | Newspapers, radio and television · Rice farming, field-crop farming and horticulture · Animal husbandry · Land trading · Making or casting Buddha images | Cannot apply for an FBL |
| List Two (13 items) | Businesses related to national security, or affecting arts and culture, folk handicrafts or natural resources | Domestic land, water and air transportation · Manufacturing or selling weapons · Thai silk weaving · Making silverware and goldware · Mining · Producing sugar from sugarcane | Permission granted by the Minister of Commerce with the approval of the Cabinet · Thai nationals must hold not less than 40% of the shares (which may be relaxed, but to no less than 25%), and not less than 2/5 of the directors must be Thai nationals |
| List Three (21 items) | Businesses in which Thai nationals are not yet ready to compete with foreigners | Accounting, legal, architectural and engineering services · Construction · Brokerage or agency · Retail with total capital below 100 million baht or capital per store below 20 million baht · Wholesale with capital per store below 100 million baht · Advertising · Hotels · Tour operation · Sale of food or beverages · Other service businesses | Permission granted by the Director-General of the Department of Business Development with the approval of the Foreign Business Committee |
The “other service businesses” item in List Three covers almost every kind of service, such as consulting and software, which is the main reason foreign companies require an FBL. However, many services are exempted from the FBL requirement by Ministerial Regulation, such as representative offices and regional offices of overseas companies, and services between affiliated companies, such as domestic lending, office space rental, administrative, human resources and IT work, and the guaranteeing of domestic debts (most recently added in 2026), provided the companies are linked by shareholding or by common directors in accordance with the criteria set by law. Before applying, you should therefore verify whether your business is on the exemption list.
Businesses That Most Often Apply for an FBL
In 2025, foreigners filed 299 FBL applications: 291 were granted permission and 8 were not, with total investment of 14,115 million baht. The businesses most often granted permission were brokerage, retail and wholesale (27%), services to affiliated companies (24%), and services under contracts with private-sector parties (12%). Most investors came from Singapore, Japan, Hong Kong, China and the United Kingdom (Source: Department of Business Development, Annual Report 2025).
How Do FBL, FBC and BOI Differ?
| FBL (Licence) | FBC (Certificate) | BOI (investment promotion) | |
|---|---|---|---|
| Used when | A foreigner operates a List Two or List Three business without special privileges | Already has rights under a BOI promotion certificate, the IEAT or a treaty | Wants tax incentives and other privileges from investment promotion |
| Agency | DBD (through the Foreign Business Committee or the Cabinet) | DBD (issued by the Director-General) | Board of Investment (BOI) |
| Statutory timeframe | 60 days for consideration + 15 days to issue the licence | Issued within 30 days | 40 / 60 / 90 business days, depending on the investment amount |
| Government fees | Application fee 2,000 + licence fee 20,000–500,000 baht | Application fee 2,000 + certificate fee 20,000 baht | See the BOI page |
| See details | – | FBC Application Services | BOI Application Services |
FBL Application Steps, Timeline and Required Documents
| Step | What happens | Timeline |
|---|---|---|
| 1. Business assessment | Our team determines which list the business falls under and whether it qualifies for an exemption or can use an FBC/BOI, and plans the shareholding structure | – |
| 2. Prepare the juristic person and capital | Register the company (if there is none yet) and prepare the capital so that it reaches the minimum. For a branch of an overseas company, foreign currency must be transferred into Thailand | Depends on the case |
| 3. Prepare the application | Form Tor.2 (licence application), a statement of business details, a business plan, a 3-year expense projection and a statement of benefits to the country | – |
| 4. File the application | File online through the e-Foreign Business system or at the DBD, and pay the 2,000 baht application fee | Filing date |
| 5. Consideration | List Three: screened by a subcommittee, then submitted to the Foreign Business Committee · List Two: submitted to the Minister and the Cabinet | Within 60 days from the filing date (for List Two, may be extended by up to 60 more days) |
| 6. Licence issuance | The DBD notifies the result and issues the licence; the licence fee is paid | Within 15 days |
| If permission is denied | The DBD notifies the result in writing, together with the reasons. For List Three businesses, an appeal may be filed with the Minister within 30 days; for List Two businesses, the law does not provide for an appeal | List Three: 15 days · List Two: 30 days |
The entire process, from commencement of work with us to receipt of the licence, generally takes 4–6 months, depending on the readiness of the documents and on any additional questions from officials.
Required Minimum Capital
- At least 3 million baht per business, or 25% of the average annual expenses projected for the first 3 years, whichever is higher. For example, if projected average expenses are 20 million baht per year, the minimum capital is 5 million baht.
- It must be capital actually brought into Thailand. For a company registered in Thailand, only the capital that shareholders have paid up for their shares is counted, not merely the registered capital figure. For a branch of an overseas company, capital is counted from money transferred in from abroad, which may be transferred in instalments within 3 years, with the first instalment of at least 25% to be transferred within 3 months (if the business operates for less than 3 years, the full amount must be transferred within 6 months).
Required Documents
| Document | Company registered in Thailand | Juristic person registered abroad (branch) |
|---|---|---|
| Licence application form (Form Tor.2) | ✓ | ✓ |
| Copy of the company affidavit or evidence of juristic person status, showing capital, shareholders and their nationalities, objectives, location and authorised directors | ✓ | ✓ |
| Copy of the passport or ID card of the appointed representative | ✓ | ✓ |
| Declaration that the applicant, directors and managers meet the qualifications and have no prohibited characteristics under Section 16 | ✓ | ✓ |
| Sketch map of the business location in Thailand | ✓ | ✓ |
| Statement of details of the business applied for (nature of the work, customers, projected expenses, employment) | ✓ | ✓ |
| Copies of the head office’s financial statements for the past 3 years, with Thai translations | ✓ | ✓ |
| Letter appointing a representative to be responsible for operating the business in Thailand (Power of Attorney) | – | ✓ |
| Evidence of the representative’s address in Thailand (house registration, residence certificate, or evidence of temporary stay under immigration law) | – | ✓ |
| Power of attorney (if another person files on your behalf) | ✓ | ✓ |
| If previously granted permission: copy of the previous licence, financial statements in Thailand for 3 years and the latest P.N.D.50 (annual corporate income tax return) | ✓ | ✓ |
| If taking on work for government agencies or state enterprises: copy of the contract and a letter from the hiring party certifying the engagement | ✓ | ✓ |
What Greenpro KSP Prepares When Handling Your FBL Application
- Analysis of which list the business falls under and whether there is an option that does not require an FBL
- A business plan and a 3-year expense projection, which is used to calculate the minimum capital
- A statement of benefits to the country, such as employment of Thai nationals, technology transfer, and use of domestic raw materials or services
- Translating and compiling the document set, filing the application, and answering officials’ questions until the result of the consideration is received
- Follow-on work, such as company registration, accounting and tax
The starting service fee covers analysis of the business type and shareholding structure, translation and preparation of the full set of application documents including the business plan, filing of the application, and coordination with the DBD until the licence is granted, excluding government fees.
FBL Application Service Fees and Government Fees
The FBL application service fee starts at 150,000 baht, excluding government fees. The actual price depends on the type of business, the number of businesses applied for and the complexity of the structure. We state the service fee in writing before work begins.
| Government Fees (Paid Directly to the Department of Business Development) | Rate | When Paid |
|---|---|---|
| Application fee | 2,000 baht | When filing the application |
| Licence fee, List Three business | 5 baht per 1,000 baht of capital, minimum 20,000, maximum 250,000 baht | When permission is granted |
| Licence fee, List Two business | 10 baht per 1,000 baht of capital, minimum 40,000, maximum 500,000 baht | When permission is granted |
Example: for a service business in List Three with capital of 3 million baht, the calculation yields 15,000 baht, which is below the minimum; the licence fee payable is therefore 20,000 baht. Including the application fee, government fees total 22,000 baht. With capital of 10 million baht, the licence fee is 50,000 baht.
Case Study: A Consulting Company in Which Foreigners Hold Half or More of the Shares
The challenge: A consulting company specialising in quality management systems for factories had foreign shareholders holding half or more of the shares and wanted to accept work directly from clients in Thailand. Consulting is a service business in List Three, so the company needed an FBL before it could begin accepting work.
What we did: We brought the capital up to the 3 million baht minimum, prepared the business plan and the statement of benefits to the country, such as a plan to hire Thai employees and transfer quality-system know-how, filed the application with the DBD, and answered officials’ questions.
The result: The company received a Foreign Business Licence and may accept work from clients in Thailand in compliance with the law.
Frequently Asked Questions About FBL Applications
Can foreigners hold 100% of the shares?
Yes, if the business is not in the lists annexed to the Foreign Business Act, or if an FBL or FBC has already been obtained for that business. The exceptions are List One businesses, which foreigners are prohibited from operating, and List Two businesses, which require Thai nationals to hold not less than 40% of the shares (which may be relaxed, but to no less than 25%).
How many days does it take to obtain an FBL?
The law requires consideration to be completed within 60 days from the filing date, and the licence to be issued within 15 days after permission is granted. For List Two businesses, the consideration period may be extended by up to a further 60 days. Including the preparation of documents, the business plan and company registration, it generally takes 4–6 months.
How do FBL and BOI differ?
An FBL is a licence from the DBD that allows a foreigner to operate a business in List Two or List Three, whereas BOI refers to an application for investment promotion, which grants incentives such as corporate income tax exemption depending on the type of business activity. A foreign company that has received a BOI promotion certificate does not require an FBL for that activity; however, if the promoted activity is in List Two or List Three, it must apply for an FBC instead.
Do American companies need an FBL?
In most cases, no. A company in which Americans own the majority of the capital and more than half of the directors are American or Thai nationals may rely on its rights under the Thai–U.S. Treaty of Amity to apply for an FBC under Section 11 instead. The exceptions are 6 businesses that the treaty does not protect: communications, transportation, custody of property on behalf of others, deposit-taking banking, exploitation of land or natural resources, and domestic trade in indigenous agricultural products.
What is the minimum capital required for an FBL?
At least 3 million baht per business, or 25% of the average annual expenses projected for the first 3 years, whichever is higher. If you apply for several businesses, you must have the full capital for each business; for example, applying for 2 businesses requires at least 6 million baht. The capital must also be actually paid up.
Can I apply for an FBL online?
Yes, through the DBD’s e-Foreign Business system. You can file the application, pay fees and download the electronic licence entirely within the system, which can be accessed from the DBD website under the online services menu. If it is inconvenient for you to file the application yourself, our FBL application service can file through the system on your behalf.
What are the penalties for doing business without a licence or having Thai nationals hold shares on your behalf?
A foreigner who operates a business in the lists annexed to the Act without permission is liable to imprisonment not exceeding 3 years, a fine of 100,000–1,000,000 baht, or both. The court may order the business to be terminated, and failure to comply with the court order incurs a daily fine of 10,000–50,000 baht. Thai nationals who hold shares on behalf of foreigners or help conceal the arrangement are subject to penalties at the same rates.
What must you do after obtaining an FBL?
You must maintain the capital for as long as you operate the business, loans used in the business must not exceed 7 times the capital, you must have at least 1 responsible person domiciled in Thailand, and you may operate only the businesses specified in the licence. A branch of an overseas company must transfer capital into Thailand in accordance with the instalment schedule and submit evidence to the DBD. If you discontinue the business or relocate, you must notify the DBD within 15 days, and if you fail to comply with the conditions, the DBD may suspend or revoke the licence.
Does a representative office of an overseas company need an FBL?
No. Representative offices and regional offices of juristic persons registered abroad are exempted by Ministerial Regulation if their activities remain within the prescribed scope and they have no income in Thailand. However, if the office intends to begin selling goods or accepting income-generating work, it must change its structure and may require an FBL. Read more about representative offices and branch offices.
What if an FBL application is denied?
The DBD will notify you of the result in writing, together with the reasons. For List Three businesses, an appeal may be filed with the Minister of Commerce within 30 days from receiving the notice; the Minister decides within 30 days, and the decision is final. Another option is to rectify the points on which the application was rejected and reapply, or to consider whether the business qualifies for BOI so that it may apply for an FBC instead.
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Services You May Need Next
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Company Setup for Foreign Investors
Choose a legally compliant structure before registering
Register the juristic person before applying for an FBL
Send Us Your Business Details for a Free Assessment of Whether You Need an FBL or Can Use an FBC/BOI Instead
Please tell us briefly what type of business you operate, the nationalities of your shareholders, and the percentage held by each. Our registration team that handles FBL applications will reply advising which route you should use, what you need to prepare, and an estimated service fee.
Address: 43 Thai CC Tower, 11th Floor, Room 111, South Sathorn Road, Yannawa, Sathorn, Bangkok 10120
Phone: 094 864 9799
LINE Official Account: @greenproksp
E-mail: surapa@greenproksp.com