Thailand, known for its strategic location and robust economy, has become an attractive destination for foreign investors looking to establish a presence in Southeast Asia. Navigating the intricate process of registering a company in Thailand can be daunting. Yet, it is a crucial step for businesses looking to establish a strong presence in this vibrant economy.
This guide provides an in-depth understanding of the necessary procedures, legal requirements, and strategic insights to ensure a smooth and successful Thailand company formation.
The Allure of Thailand for Business Ventures
Thailand’s consistent economic growth, robust export sector, and thriving consumer market present an attractive proposition for foreign businesses. The formation and operation of foreign companies in Thailand are governed by the Foreign Business Act (FBA), ensuring a structured and transparent approach to business establishment.
Many business structures are available for foreigners, with the Thai Limited Company being the most favored due to its simplicity and flexibility. The timeline for company registration varies based on the structure chosen, ranging from 3 to 5 business days for a Thai Limited Liability Company or up to 90 days for a BOI Company.
Why Set up a Company in Thailand as a Limited Company?
Reliability
Registering a Limited Company in Thailand provides a transparent view of the company’s profile, financial status, shareholders, and directors, increasing its credibility with partners, investors, and financial institutions.
Security
As a separate legal entity, a Thai Limited Company offers longevity and stability, with management typically overseen by appointed directors.
Step-by-Step Guide to Thailand Company Formation
In order to successfully start a company in Thailand, you will need to follow the steps outlined below:
1.Company Name Reservation
Adhering to the Department of Business Development’s (DBD) in the Ministry of Commerce guidelines is crucial in choosing a company name. We recommend coming up with multiple names in case it is already taken.
A minimum of two promoters/shareholders and one director are required to start a Thailand company formation. Detailed information on these individuals must be provided for registration. This includes information such as a passport or Thai citizen ID Card, age, address, occupation, contact details, etc.
When shareholders include both Thai and foreign individuals, or if the shareholders are exclusively Thai but the directors are foreigners, it is necessary for the Thai shareholders to provide a Bank Statement Certificate from a Thai bank. This certificate must verify that the balance in their accounts is at least equal to the value of the shares held by each Thai shareholder.
3.Filing of Memorandum of Association (MOA)
The Memorandum of Association (MOA) must be filed with the DBD and include details such as the name of the company, location, business objectives, and name of promoters. During this process, there are no requirements regarding the minimum capital. However, a minimum of 2 million THB is required if you wish to hire foreign employees.
4.Convene a Statutory Meeting
This meeting finalizes the share structure, approves the MOA and articles of association, elects the board of directors, and appoints an auditor.
5.Company Registration
The registration application must be submitted within 3 months of the statutory meeting.
6.Corporate Income Tax Registration
It is mandatory that all company in Thailand is registered for tax purposes. Your company must obtain a tax ID card and number from Thailand’s Revenue Department within 60 days of incorporation or business commencement. Additionally, businesses that are subject to Value Added Tax (VAT) are required to register for a VAT Identification Number within 30 days from the date their sales exceed 600,000 THB.
7.Opening a Company Bank Account
In Thailand, companies can establish a corporate bank account and utilize internet banking once they are officially registered. The choice of bank and branch, the types of accounts needed, and the designated signatories are essential details required for opening a corporate bank account. Typically, the registration process takes a minimum of 9 days, primarily because the statutory meeting must occur at least 7 days prior to the actual registration. The company and its Memorandum must be registered with the registrar at the Department of Business Development, Ministry of Commerce, following the prescribed documentary forms and conditions.
Company Registration in Thailand may be complex but it can be a rewarding endeavor with the proper guidance and understanding of local laws and regulations. Our Law Firm in Bangkok, with a team of expert and experienced lawyers can assist in your journey of Thailand company formation. We ensure that setting up a company in Thailand is efficient, compliant, and adheres to Thai laws, paving the way for a successful business venture in this dynamic market.
Contact H&P
At H&P, our lawyers provide an extensive array of legal services catering to both individual and corporate clients. We pride ourselves on our deep understanding of local and international legal landscapes, ensuring our clients receive the best strategic advice. Below are some of the core areas of our practice.
For our Thailand company formation service, click here.
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Telephone: +66 22545600
Office in Bangkok: Herrera and Partners Co., Ltd. 142 Two Pacific Place, 17th Floor, Sukhumvit Road, Klongtoey, Klongtoey, Bangkok 10110
