FAQs: Corporate
Services
Company Formation
Q.
Are there any restrictions on foreigners doing business in
Thailand?
A. Yes.
The Foreign Business Act 1999 restricts foreigners from having majority ownership
of companies engaged in the businesses listed therein.
Q.
Can foreigners have a majority or 100% ownership of a company?
A. Yes,
if the business of the company is not reserved for Thai nationals
or permission is granted by the competent authority.
Q.
What types of business organizations can be registered?
A. There
are many forms of business organizations under Thai law. They
include sole proprietorships, partnerships, branch offices, limited
liability companies, regional operating headquarters, representative
offices and regional offices, etc.
Q.
How long does it take to establish a private limited company?
A.
Usually about 4-6 weeks.
Q.
How many shareholders are required under Thai law?
A.
A private limited company must have a minimum of 7 shareholders at all times,
while a public limited company is required to have a minimum of 15 shareholders
at all times.
Q.
How many directors are required under Thai law?
A. There
is no minimum requirement for private limited companies, while
at least 5 directors are required for public limited companies,
and not less than half of the directors must reside in Thailand.
Q.
Can a foreigner be a director?
A.
Yes.
Q.
Can a company issue shares at a higher price than their par value?
A. For
private limited companies, yes, if sanctioned by the Memorandum
of Association (Articles of Incorporation). Public limited companies
can freely do it.
Q.
Must directors and/or shareholders be present in
Thailand?
A. Not
generally required except in the case of public limited companies,
where not less than half of the members of the Board must reside
in Thailand.
Q.
What is the liability of the shareholders in a limited company?
A. The liability
is limited to the amount, if any, unpaid on the shares respectively held by them.
(October 2, 2007)
The above is intended to
provide general information only. The contents do not constitute
legal advice and should not be relied upon as such. If legal advice
or other expert assistance is required, the services of competent
professionals should be sought.
For
further information, please contact Ms.
Piyanuj (Lui) Ratprasatporn, Partner and Director of Commercial
Department (piyanuj.r@tillekeandgibbins.com).
