Investment in Thailand

Q. If foreigners want to invest in Thailand, are there any promotions for them?

A. Yes. Promotions are offered through responsible government agencies to attract foreign investment. For example, the Board of Investment was founded in order to attract foreign investment.

 

Q. What advantages are granted to foreign investors?

A. Various – a wide range of advantages, which the government grants to qualified foreigners, both of fiscal and non-fiscal incentives.

 

Q. Are foreigners allowed to have majority shareholding or 100 percent ownership of a company?

A. Yes, if the business of the company is not reserved for Thai nationals. Anyway, if a company's business is regulated under the Alien Business Act 1999, the company must obtain an Alien Operation License from the Ministry of Commerce of Thailand.

 

Q. Are foreigners allowed to set up a branch office in Thailand?

A. Yes – in case the company's business regulated is under the Alien Business Act 1999, the company must obtain an Alien Operation License from the Ministry of Commerce of Thailand.

 

Q. Are there any restrictions on foreigners doing business in Thailand?

A. Yes. The Alien Business Act 1999 restricts foreigners from having majority ownership of companies engaged in the businesses listed therein.

 

Corporate & Commercial

Q. How to register a company in Thailand?

A. There are many forms of business organisations provided for under Thai Law. They include sole proprietorships, partnerships, branch offices, limited companies and public companies. The registration processes are similar – they depend on what type of business the investor wants to do.

 

Q. How long does it take to set up a limited company?

A. Usually about 1 – 2 weeks.

 

Q. How long should it take to convene a shareholders' meeting from the date of sending the meeting date notice to all shareholders?

A. At least 7 days from the date of sending the notice.

 

Q. How many shareholders are required under Thai Law?

A. A limited company must have at least 7 shareholders at all times and a public company must have at least 15 shareholders at all times.

 

Q. How many directors are required under Thai Law?

A. No minimum requirement.

 

Q. How often must a company hold shareholders' meetings?

A. At least once a year.

 

Q. How to do if shareholders cannot attend meetings?

A. Shareholders can appoint proxies to attend meetings in their stead, unless otherwise prohibited by the Articles of Association (By-laws).

 

Q. What is the minimum percentage shares need to be paid-up?

A. The minimum requirement is 25 percent of the par value.

 

Q. Can shares be paid in kind?

A. Yes.

 

Q. What is the minimum par value required?

A. 5 Baht per share.

 

Q. When is super majority vote required?

A. Super majority vote is required by Thai Law for certain matters as well as for other matters stipulated in the Articles of Association (By-laws).

 

Q. How can the shares of a company be transferred?

A. They can be freely transferred, unless stipulated otherwise by the Articles of Association (By-laws).

 

Q. When joint venture agreements or shareholders agreements are formed, do they need to be registered with any government registrar?

A. No. The agreements are regarded as private agreements enforceable between/among the parties.

 

Q. Do joint venture agreements or shareholders' agreements need to be in writing?

A. No. However, it is recommended.

 

Q. Can foreigners and Thai partners make joint venture agreements in Thailand?

A. Yes, as long as the provisions are not prohibited by law, are impossible or are contrary to public order or good morals.

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