Thailand, known for its vibrant economy and investment-friendly policies, is an attractive destination for entrepreneurs. Registering a company in Thailand involves several steps, but with the right guidance, it can be straightforward. Here’s a concise guide to help you through the process.
1. Choose the Company Type
The most common types of business entities in Thailand are:
– Limited Companies (Private and Public)
– Partnerships (Ordinary, Limited)
– Branch Office, Representative Office, Regional Office.
For foreign investors, a Private Limited Company is often the best choice due to its flexibility and limited liability.
2. Company Name Reservation
Begin with reserving a company name through the Department of Business Development (DBD). Ensure the name is not similar to existing companies. This process usually takes around one day. days.
3. Filing the Memorandum of Association (MOA)
The MOA must include:
– Company name
– Company address
– Objectives
– States the liability of the shareholders will be limited
– Capital details, value of the shares
– Details of at least two promoters
The Memorandum of Association can be registered separately or on the same day as the incorporation of the company.
4. Convene a Statutory Meeting
This meeting should cover key elements for example:
– Ensure that all shares the company will register have been fully paid.
– The promoters and all shareholders must approve the business conducted at this meeting.
– The promoters have handed over all business matters to the directors.
– The directors have called to pay for the shares amount.
5. Register the Company
The company must be registered within three months from the date of the Statutory Meeting, and submit the application for company registration to the DBD. This includes:
– Details of directors and shareholders
– Company’s Article of Association
– Registered capital
– Share structure
Upon approval, the company will receive a company registration certificate.
6. Value Added Tax
Register for a Taxpayer Identification Number at the Revenue Department. If the annual turnover is expected to exceed THB 1.8 million, the company has the duty of register for VAT as well.
7. Social Security Registration
Register employees with the Social Security Office within 30 days of hiring the first employee. The employer is responsible for deducting the employee’s social security contributions from their salary and adding the employer’s share. Both contributions must be submitted to the SSO on a monthly basis. The structure will be depending on the types of business.
8. Obtain Relevant Licenses
Certain businesses may require specific licenses or permits, for example:
– FDA approval for food-related businesses
– Tourism license for travel agencies
9. Open a Corporate Bank Account
Choose a local Thai bank and provide the necessary documents
Tips for Foreign Entrepreneurs
Foreign Business Act:
– Be aware of restrictions under this Act, which limits foreign ownership in certain industries. Engaging a Thai majority partner can be a solution.
Work Permits and Visas:
– Foreign employees must obtain work permits and appropriate visas. The company must meet specific capital requirement and the ratio of Thai employees per foreign employ to employ the foreign employees.
BOI Promotion:
- Consider applying for Board of Investment (BOI) promotion, which offers tax incentives and simplified procedures for foreign businesses.
Conclusion
Registering a company in Thailand involves multiple legal steps and adherence to various regulations. Understanding the business structures and compliance requirements is essential for a smooth incorporation process. Consulting with legal professionals or business consultants who are familiar with Thai business laws can significantly facilitate the process, ensuring that all legal obligations are met.