Thai limited company registration

A Thai limited company (บริษัท จำกัด), governed by Civil and Commercial Code (CCC) Sections 1096–1246, is a legal person separate from its owners. Each shareholder's liability is limited to the unpaid amount on their shares. A sole proprietorship has no separate legal identity, so the owner is personally liable for every debt. If you want to sponsor work permits for foreign staff, take on investors, or apply for BOI promotion, a limited company is the standard vehicle.

One fixed fee of THB 50,000 covers the incorporation: an initial consultation, name reservation, share structure, document review by qualified lawyers, Power of Attorney preparation, the filing with the Department of Business Development (DBD), and the post-registration documents. Government fees of about THB 7,000 are paid on top. Custom Articles of Association (THB 20,000), a corporate bank account (THB 10,000), and other registrations are available as add-ons.

It depends on the authority and on your documents. Most of the work goes on preparing the documents and coordinating with the bank, and we tell you at each step what is still needed.

No. Since the 2023 amendment to the Civil and Commercial Code, a Thai limited company needs at least 2 promoters and shareholders (it was 3 before). A founder with one other shareholder is enough. You can keep control through the share split, preference shares, or a shareholders' agreement.

No. Plizz can register the company for you under a notarized Power of Attorney: founders abroad sign the incorporation documents in their own country and have their signatures notarized or certified at a Thai embassy or consulate. The one step that needs a trip is the company bank account, because Thai banks require at least one director to sign in person at the branch. Everything else, from the consultation and document review to the DBD filing, is handled remotely by video call and email.

For a Thai-majority company there is no legal minimum beyond a par value of at least THB 5 per share. A foreign-majority company generally needs THB 2 million, or THB 3 million for activities on the Foreign Business Act (FBA) lists. Work permits also need THB 2 million of paid-up capital and 4 Thai employees for each foreign employee (BOI-promoted companies are exempt from these ratios). The BOI sets its own minimum per activity. We recommend a capital figure based on your business model and hiring plan in the first consultation.

Yes, through three legal routes: the US-Thai Treaty of Amity (US citizens and US companies, most sectors), BOI promotion (eligible activities, any nationality), or a Foreign Business License (FBL) for restricted activities, granted case by case. Without one of these, foreign ownership in restricted activities is capped at 49% under the FBA. Nominee structures are a criminal offense under FBA Section 36, and Plizz does not arrange them.

Your 13-digit company registration number is also your tax ID. Register for VAT within 30 days of exceeding THB 1.8 million in annual revenue, and with the Social Security Office (SSO) within 30 days of hiring your first employee. Every Thai limited company needs an annual statutory audit by a Thai Certified Public Accountant (CPA), whatever its revenue; the audited financial statements are needed for the annual corporate income tax return and for work permit renewals. Plizz Bookkeeping starts from THB 14,900/month.

List 2 activities need Cabinet approval, which is rarely granted. List 3 activities need a Foreign Business License (FBL) from the DBD Director-General, with the approval of the Foreign Business Committee. Both need at least THB 3 million of capital. We classify your activity in the first consultation, before you commit any capital.

The DBD moved registrations to its Biz Regist online platform, and since 1 July 2026 new companies can only be registered online; walk-in registration for new companies has ended. Thai shareholders must now show evidence of where their capital comes from at registration. Errors that used to be fixed at the counter now mean a full resubmission online. Our process is updated for the new platform.

Criminal prosecution under FBA Section 36: a fine of up to THB 1 million, imprisonment of up to 3 years, or both, for the foreign principal and for the Thai nominee. Thai authorities have stepped up nominee investigations since 2024. The legal routes (BOI promotion, an FBL, or the Treaty of Amity) exist so that nominees are never needed.

We keep the books in Xero, with ThaiTax for Thai tax forms and e-filing. We do not keep books in Peak, Cloudbeds, or Excel. If your company already has data in another system, we migrate the opening balances and history into Xero during the Xero implementation (THB 50,000). The Xero subscription (THB 1,600/month) is passed through at cost.

No. A work permit needs a real company: THB 2 million of paid-up capital and 4 Thai employees for each foreign employee (BOI-promoted companies are exempt from these ratios), with payroll, tax, and Social Security filings that show the business is active. We decline shell companies set up only to obtain a visa for the founder. If your company will trade, we plan the capital and hiring with you in the first consultation so the work permit application holds up.

No. Holding shares on behalf of a foreigner is a criminal offense under FBA Section 36, for the Thai nominee and for the foreigner. Since 2026 the DBD also checks where Thai shareholders' money comes from at registration, so a Thai shareholder without their own funds stands out at once. A Thai partner must be a real investor who pays for their shares and shares the risk. If you need majority foreign ownership, we look at BOI promotion, the Treaty of Amity, or an FBL instead.

Every Thai company needs a registered address in Thailand, which appears on its DBD company affidavit. For the DBD, a real office or a virtual office is acceptable. VAT registration is stricter: the Revenue Department asks for the landlord's consent letter and supporting documents, such as the lease and a copy of the landlord's ID card or company affidavit. Many virtual offices cannot provide these, so check before you sign. We tell you which documents your address needs before we file.