This information is for reference only and is not legal advice. Consult a licensed lawyer before any transaction.
Law
Law & article library
Laws
Companies 6
- Law · official textAccounting ActRequires companies (including land-holding ones) to keep accounts, hire a qualified bookkeeper and have audited statements; breaches bring fines or jail.
- Law · official textThailand-US Treaty of AmityGives US nationals and companies near-national treatment to run businesses in Thailand, but it does not lift the ban on foreign land ownership.
- Law · official textCivil and Commercial Code - Partnerships and CompaniesCCC Book III, Title XXII: rules for forming and running a private limited company - promoters, memorandum, shares, directors, meetings and registration. The core vehicle for doing business in Thailand.
- Law · official textForeign Business ActForeign Business Act 1999: treats a company with 50%+ foreign capital as foreign, bars foreigners from listed sectors (including land trading), and criminalises nominees hiding foreign ownership.
- Law · official textInvestment Promotion Act (BOI)BOI privileges: a foreign-owned company can own land for its project, get tax holidays, duty relief, currency remittance and visas for foreign experts.
- Law · official textPublic Limited Companies ActGoverns how public limited companies (PLCs) are formed and run: the form used by big Thai developers that issue shares and bonds to the public.
Articles
- Article · plain wordsRegistering a Thai Company as a Foreigner: How a Thai Limited Works and Where the Red Lines AreHow a foreigner can register a private limited company in Thailand: shareholder structure, the 49% share limit, the prohibition on nominee shareholders, capital requirements, and the link to property ownership.
- Article · plain wordsA Thai Company for Land Ownership: How the Structure Works and Where the Risks LieAn analysis of the scheme for purchasing land in Thailand through a Thai company: why nominee shareholders are illegal, which provisions of the Land Code and the Foreign Business Act prohibit this arrangement, and what risks the foreign buyer faces.
- Article · plain wordsThailand's Foreign Business Act: Who Counts as a 'Foreigner'How the Foreign Business Act B.E. 2542 (1999) defines a 'foreigner', what the 49% threshold means in practice, why nominee structures are dangerous, and what all of this means when buying real estate in Thailand.
- Article · plain wordsNominee Land Ownership in Thailand: Why It Is Illegal and What Risks It CarriesAn in-depth look at why the Thai 'nominee' land scheme is unlawful: the relevant provisions of the Land Code, criminal penalties including fines and imprisonment, the risks associated with shell companies, and legitimate alternatives available to foreign nationals.
- Article · plain wordsControlling a Thai Company Through Preference Shares: How It WorksHow a foreigner can control a Thai property-holding company while remaining a minority shareholder: the mechanism of preference shares with enhanced voting rights, the legal framework, and the associated risks.