There are the following corporations in Thai law:
Private Limited Company
A Private Limited Company is a separate legal entity from its shareholders or foreign parent company. Shareholders’ liabilities are limited to several unpaid share values. Incorporating this type of entity can be formed by two promoters. Articles of Association are to govern the relationship among shareholders and the operation of the company.
Foreign majority-owned company is restricted to do certain businesses; unless and until a foreign business license has been obtained.
Certain privileges can be applied under the approval of the Board of Investment of Thailand.
Thailand is expected to enforce new legislation by 2025 requiring private limited companies to provide evidence confirming consent for using premises as its registered head office when establishing a new private limited company and changing a registered head office address during operation.
Public Limited Company A Public Limited Company is managed most similarly to a Private Limited Company with the board of directors and shareholders. However, a Public Limited Company is required to have 15 promoters. Only this type of entity is allowed to be listed in the Stock Exchange of Thailand (SET).
Organizational Questions
Topic Feature Remarks
Commercial Register The aforementioned legal forms of business, i.e. Branch Office, Representative Office, Reginal Office, Limited Partnership, and Private and Public Company Limited must be registered with the DBD.
Tax Register Individuals:
Thai ID number is the same number as tax ID number. For foreign individuals, they can obtain a tax ID number from the Thai Revenue Department. Company:
The registration number is the same number as tax ID number. Furthermore, the company with annual earnings exceeding 1.8 million THB is subject to VAT registration.
Bank Account Individuals:
In order to open a bank account, individuals are required to submit an ID card for Thai individuals or valid passport and other identification documents such as work permit for foreign individuals. All must be physically presented at the bank on the date of opening of the account.
Company:
An authorized signatory of the company and a person who will be a signatory of the account shall physically present at the bank with corporate documents and minutes of the board of directors or shareholder meeting of the company showing a resolution for opening a bank account.
Transfer of Goods and Machinery
Importation and exportation of goods are subjected to legislations governed by Thai Customs.
Transfer of Capital The number of funds can be transferred with no limitation. However, the purpose of every transaction across the border is required to be shown.
Visa and Residence permit Foreigners who work in Thailand are required to obtain a Non-Immigrant Category “B” visa. Resident permit can also be obtained under certain conditions such as those must hold any type of the non-immigrant visa for 3 years consecutively.
Employment
Topic Feature
Work permit All foreigners must obtain a work permit from the Ministry of Labor and Social Welfare for working in Thailand. The employer is required to hire 4 Thai employees for 1 foreign employee. The registered capital of the employer must be 2 million THB for 1 foreign employee.
Labour law
• The maximum number of working hours is 8 hours a day, or 48 hours a week.
• Employees are entitled to a minimum of 13 national holidays a year, plus a minimum of 6 days for annual leave after 1 year of consecutive work.
• Thailand’s new minimum wages, range from 337 THB to 400 THB per day depending on the location.
• The company is required to register as an employer at the Social Security Office (SSO) after the first employee starts working with the company and register the employee as an insured person within 30 days.
• To terminate a non-fixed-term period contract with an employee, a termination notice is required to be given to an employee within a minimum period of one prospective payment period but no more than 3 months unless otherwise specified in the employment contract.
Social system Thai citizens are provided employment security and stability from the Social Security Fund (SSF). The employee, who will be considered as insured person, is required to be at the age of 15 – 60 years old.
Remarks
This guide has been prepared by THE LEGAL CO, an independent member of Antea
THE LEGAL CO
No. 62 The Millennia Tower, 15th and 18th Floors, Bangkok, Tailand Tel.: +66 2 047 3766 info@thelegal.co.th www.thelegal.co.th/
Mallorca, 260 àtic
08008 – Barcelona
Tel.: + 34 93 215 59 89
Fax: + 34 93 487 28 76
Email: info@antea-int.com www.antea-int.com
This publication is intended as general guide only. Accordingly, we recommend that readers seek appropriate professional advice regarding any particular problems that they encounter. This information should not be relied on as a substitute for such an advice. While all reasonable attempts have been made to ensure that the information contained herein is accurate, not Antea Alliance of Independent Firms neither its members accepts no responsibility for any errors or omission it may contain whether caused by negligence or otherwise, or forany losses, however caused, sustained by any person that relies upon it.