James &Partners Law Offices provides wide ranges of corporate services for Thai and foreign clients such as Limited Company Registration, company’s name reservation include select business entities, Memorandum Registration, Joining as a Company Promoter, one day registration, company promoter, company director, power of director, 25 % paid-up, Drafting Article of association, TAX &VAT registration for company, requiring for any business license(FBC,FBL ), dissolution, M&A. furthermore, we also assisted our client in drafting reviewing any types of agreements, and draft relevant legal opinion for our client.
Guideline for setting Limited Company in Thailand by James and Partners Law Offices
Steps for limited company registration under the Laws of Thailand
1. Corporate Name Reservation
The reserved name must not be repeatable or similar to name of other registered companies, which approved by the Commercial Registration Department at the Ministry of Commerce (“MOC”) before. After that, the approved corporate name must be registered within 30 days.
Note: Company name reservation must be done via Department of Business Development (“DBD”) website only the process should not spend time more than 30 minutes
2. Memorandum Registration
Under the Thai Laws, company must have at least 3 promoters to register memorandum of association
Company’s memorandum of association needs to mention these following details.
1) Name of company (reserved name) 2) Head Office’s Address 3) Objective of the company 4) Registered Capital for company 5) Name, address, age, occupation and number of promoter 6) Name, address of 2 witnesses
3. Share Reservation
After Memorandum registration, Promoter should buy the share or offer all shares to interested person to become company shareholder (under Thai Laws in limited company should have at least 3 shareholders). After all shares have been reserved, then promoter should arrange the statutory meeting within 7 days
4. Registering the establishment of a company limited
In statutory meeting there are vital parts for company should be scheduled the such as 1)Article of Association 2) Number of director and power of director (at least 1 director) 3) Registered capital 4) Total of Shares 5) Auditor 6) Types of share for company
After the statutory meeting, promoter should all turn over the business to the appointed director (director of company must paid up 25% for the total of shares).and director of company must register the resolution of the statutory meeting within 3 months otherwise the meeting will be void.
Note: In general, the memorandum and company registration will spend time no more than 9 days. However, if document are fully completed, MOA and company registration can be registered in 1 day
5. Registration Fee for Registration Company in Thailand
5.1 Memorandum registration Fee
Baht 500 for registration capital Baht 1,000,000
5.2 Company Registration Fee
Baht 5000 for registration capital Baht 1,000,000
Other fees for Company Registration
6. TAX & VAT registration
After registration, Company will have their own entity under Thai law, Company need to register Tax and Vat at Revenue Department Branch /District which the company’s head office has been located .
Corporate Tax: Businesses liable for income tax must obtain a tax I.D. card and number for the company from the Revenue Department within 60 days of incorporation or start of operations
VAT: Business operators earning more than 1,800,000 Baht per annum must register for VAT within 30 days of the date company’s sale income reach 1,800,000 Baht.
Now Thailand has official 3G and 4G after the international standard 2.1 GHz frequency bid auction in October last year.
