Thailand is one of Southeast Asia’s most attractive destinations for business due to its strategic location, growing economy, and government support for foreign investment. A popular and flexible structure for both Thai nationals and foreign entrepreneurs is the Thai Limited Company—the equivalent of a private limited company in many Western jurisdictions.
This article provides a complete guide to registering a Thai Limited Company, including legal requirements, step-by-step procedures, timelines, and considerations for foreign shareholders.
A Thai Limited Company is a juristic person formed with a separate legal identity from its shareholders. It offers limited liability protection and is suitable for small and medium-sized businesses.
Key characteristics:
Requires at least two shareholders
Minimum of one director
Liability is limited to the amount unpaid on shares
Profits are taxed at the corporate level
This structure is widely used because it provides a balance of legal protection, credibility, and operational flexibility.
Legal recognition and protection under Thai law
Ability to open a corporate bank account
Eligible to apply for work permits and visas for foreign employees
Allows for structured shareholding and tax planning
Can engage in most types of commercial activity, subject to Thai laws
For foreigners, establishing a Thai Limited Company is often the first step toward securing a long-term business presence in Thailand.
The first step is to select a unique company name that complies with Thai Ministry of Commerce guidelines. The name must:
Not be similar to existing company names
Not contain prohibited words (e.g., "royal," "national")
Be in Thai or include a Thai translation
You can reserve the name online through the Department of Business Development (DBD) website. The name reservation is valid for 30 days.
The MOA must include:
Reserved company name
Company objectives (limited to legal business activities)
Registered office address
Share capital and par value
Names of at least two shareholders
Names of the company promoters
Promoters are the individuals who initiate the formation of the company and are usually the initial shareholders. They must each subscribe to at least one share.
Once the MOA is filed, a statutory meeting is held to:
Approve company bylaws or Articles of Association
Confirm the number of shares allotted to each shareholder
Appoint company directors and auditors
Approve expenses incurred during incorporation
The statutory meeting must be properly documented and signed by the promoters.
After the statutory meeting, the company must be officially registered with the DBD. This can be done in person or online. The following documents are required:
Company registration application form
MOA and company bylaws
Minutes of the statutory meeting
List of shareholders
Identification documents for directors and shareholders
Evidence of the company’s registered office (e.g., lease agreement)
The registration fee depends on the registered capital, but it typically ranges from 5,000 to 10,000 THB.
If your annual revenue exceeds 1.8 million THB, or you plan to deal with VAT-registered businesses, you must register for VAT with the Revenue Department.
Additionally, the company must register for:
Corporate Income Tax
Social Security Fund (if hiring employees)
You’ll receive a corporate tax ID card and number, which must be used for all official documents and transactions.
There is no minimum capital requirement for Thai-owned companies.
For companies with foreign shareholders who wish to apply for a work permit or visa, a minimum of 2 million THB per foreign employee is generally required.
For a company to be considered Thai majority-owned, Thais must own more than 50% of the shares.
Foreigners are typically limited to 49% ownership due to the Foreign Business Act (FBA), unless promoted by the Board of Investment (BOI) or approved under a foreign business license (FBL).
Yes, but foreign ownership is subject to restrictions under the FBA. Foreigners cannot operate certain types of businesses without a license or BOI promotion. However, many foreigners set up companies using a majority Thai shareholding structure to legally operate restricted businesses.
Caution: Using Thai nominees (Thais who hold shares on behalf of foreigners) is illegal and can result in the company being dissolved. It’s essential to structure the company lawfully.
Foreigners seeking 100% ownership should consider applying for BOI promotion. Benefits include:
Full foreign ownership
Exemption from import duties
Permission to own land for business use
Easier visa and work permit processing
The BOI promotes sectors such as technology, manufacturing, tourism, and education. Applications are reviewed on a case-by-case basis.
Once your company is registered, it must comply with ongoing legal obligations, including:
Annual audit by a licensed accountant
Filing of annual financial statements with the DBD
Monthly tax filings (e.g., withholding tax, VAT, social security)
Maintaining proper accounting records
Failure to comply can result in fines, blacklisting, or company suspension.
The typical timeline for setting up a Thai Limited Company is:
Name reservation: 1–2 days
MOA filing and statutory meeting: 2–3 days
Company registration: 1–3 days
Tax and VAT registration: 1–2 weeks
Overall, the process can take 1 to 2 weeks if all documents are prepared and requirements are met.
Registering a Thai Limited Company is an accessible and practical way to start a business in Thailand. It provides a legal framework for operations, allows for foreign participation, and facilitates work permit and visa applications. However, compliance with Thai laws, especially concerning foreign ownership, tax obligations, and legal filings, is essential.
Working with a reputable lawyer or business consultant can help ensure your company is structured properly and compliant with all regulations. With careful planning and the right support, setting up a company in Thailand can be a straightforward path to launching a successful venture in one of Asia’s most dynamic markets.