Thai Limited Company

Setting up a Thai Limited Company involves several steps, including registration, legal compliance, and tax setup.

Limited liability

Shareholders' liability is limited to their investment

2 Shareholders

Minimum 2 shareholders can be individuals or corporate entities

1 Director

Minimum 1 director can be a foreigner, but work permit rules apply

Capital requirement

No minimum capital requirement but sufficient funds must justify business operations

2. Registration Process

Step 1: Reserve a Company Name

❑ Submit 3 proposed names to the Department of
Business Development (DBD).
● Approval takes 1–3 days.
● Name is reserved for 30 days.

Step 3: Hold Statutory Meeting

❑ Shareholders approve:
● Company bylaws
● Appointment of directors
● Share allocation

Step 5: Register for Taxes

● Apply for Tax ID (PND.1) at the Revenue Department within 60 days of incorporation.
● Register for VAT (if annual revenue > 1.8M THB).
● Register for Social Security (if hiring employees).

Step 7: Obtain Necessary Licenses (If Applicable)

● Foreign Business License (FBL) if >49%
foreign ownership in restricted industries.
● BOI Promotion (if eligible for tax incentives).

Step 2: File Memorandum of Association (MOA)

● Includes company objectives, capital structure, and shareholder details.
● Must be signed by at least 3 promoters.
● Registered at the DBD (fee: ~5,000 THB).

Step 4: Register the Company

❑ Submit documents to the DBD (within
● 3 months of MOA registration):
● MOA
● List of shareholders
● Director details
● Registered address proof - Registration fee: ~5,500 THB (for capital ≤ 1M THB).

Step 6: Open a Corporate Bank Account

❑ Required documents:
● Company registration certificate
● List of directors/shareholders
● Business license (if applicable)
● Some banks require work permits for foreign signatories.

3. Important Considerations
for Foreigners

A. Foreign Ownership Restrictions

❑ 100% foreign ownership allowed if:
● Registered under BOI promotion or
● Operates in non-restricted industries (e.g., consulting, IT).
❑ Restricted industries (e.g., media, agriculture) require 51% Thai ownership unless approved.

B. Work Permits & Visas

❑ Foreign directors/shareholders need:
● Non-Immigrant Business Visa (B Visa)
● Work Permit (if actively managing the company).

C. Minimum Capital Requirements

❑ No strict minimum, but:
● 2M THB required for foreign-owned companies (to apply for a work permit).
● 5M THB+ may be needed for Foreign Business License (FBL)