Department of Business Development — Thailand
Company Registration
in Thailand
Setting up a company in Thailand requires careful planning around ownership structure, capital requirements and regulatory compliance. B-Accounting guides foreign investors and entrepreneurs through every step — from entity selection to full incorporation and post-registration compliance.
13+
Years of Experience
7
Days to Incorporate
50+
Professionals
1
Dedicated Advisor
DBD
Dept. of Business Development
Setting Up a Business in Thailand
Why Thailand Is a Top Destination for Foreign Investors
Thailand offers a stable, open economy with a well-established legal framework for foreign business, a strategic location at the heart of ASEAN, and a highly competitive cost base for regional operations.
The most common vehicle for foreign investors is the Thai Private Limited Company (บริษัทจำกัด), governed by the Civil and Commercial Code and registered with the Department of Business Development (DBD). A properly structured and registered company provides the legal foundation for operating, employing staff, opening bank accounts, applying for licenses, and accessing tax treaty benefits.
B-Accounting handles the full incorporation process on your behalf — from name reservation and Memorandum of Association drafting through to registration, tax filing and post-incorporation compliance setup.
Registered Thai Private Limited Company (บริษัทจำกัด)
Minimum 3 shareholders required at incorporation
No minimum capital for purely Thai-owned companies
Foreign-owned companies subject to the Foreign Business Act
Registration completed within 5–10 business days at the DBD
Foreign Ownership Rules
Understanding Foreign Shareholding in Thailand
Thailand's Foreign Business Act B.E. 2542 governs how much foreign nationals can own in a Thai company. Knowing the rules upfront is critical to choosing the right structure.
49%
Standard Foreign Ownership Cap
By default, a company with more than 49% foreign shareholding is considered a "foreign company" under the FBA and cannot freely conduct restricted business activities in Thailand without authorization.
Thai majority-owned companies (51%+ Thai) can operate in most sectors freely, but proper legal structuring must be observed to avoid nominee arrangements, which are illegal.
Standard Structure
100%
Full Foreign Ownership — With Authorization
Full foreign ownership (up to 100%) is achievable through several recognized legal pathways, each suited to different business activities, sectors and investment profiles.
Choosing the right pathway depends on your industry, investment volume, planned activity and nationality. B-Accounting advises on the most appropriate route for your specific situation.
Full Ownership Possible
0%
Nominee Shareholders — Strictly Prohibited
Using Thai nationals as nominee shareholders — where shares are held on behalf of a foreign investor to circumvent the FBA — is a criminal offense under Thai law.
Penalties include company dissolution, fines and imprisonment. B-Accounting ensures all structures are fully compliant and legally defensible, with genuine Thai shareholders where applicable.
Illegal — Avoid
Pathways to Full Foreign Ownership
BOI Promotion & Foreign Business License
Two principal mechanisms allow foreign investors to own 100% of a Thai company and operate freely in restricted sectors. Each has distinct eligibility criteria, benefits and processes.
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BOI Promotion
Board of Investment Promotion
The BOI route is the most commercially advantageous pathway for eligible foreign investors. BOI-promoted companies receive the right to own 100% of their Thai company and operate in promoted sectors, alongside significant tax and non-tax incentives.
- 100% foreign ownership permitted in promoted activities
- Corporate income tax exemptions up to 13 years
- Import duty exemptions on machinery and raw materials
- Fast-track visa and work permit processing for foreign staff
- Land ownership rights for promoted companies
- Available across manufacturing, technology, services and more
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Foreign Business License
Foreign Business License (FBL)
For foreign-majority companies conducting restricted business activities that do not qualify for BOI promotion, a Foreign Business License issued by the DBD is required. The FBL is the standard authorization for service businesses, consultancies, trading companies and other restricted activities.
- Covers List 2 (Cabinet approval) and List 3 (DBD approval) activities
- Allows full foreign ownership in authorized activities
- Minimum registered capital of THB 2M+ depending on activity
- Processing typically 60–90 business days
- Mandatory for accounting, legal, trading and consulting firms
- Can be combined with company registration for a seamless setup
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US Investors — Treaty of Amity
US nationals and US-majority companies may qualify for national treatment under the US-Thailand Treaty of Amity, allowing majority or full foreign ownership in most business sectors without requiring a separate FBL. B-Accounting can assess Treaty of Amity eligibility and manage the application process with the DBD.
Our Services
Full-Service Company Formation in Thailand
From initial structuring advice to post-incorporation compliance, B-Accounting handles every aspect of your company setup in Thailand.
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Structure Advisory
Before registering, we advise on the optimal ownership and corporate structure based on your business activity, nationality, investment volume and long-term plans.
- Ownership structure design
- FBA activity classification
- BOI vs FBL vs Treaty eligibility
- Shareholding and directorship planning
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Company Incorporation
We manage the full DBD registration process, from name reservation through to issuance of the Company Affidavit and Certificate of Incorporation.
- Company name reservation
- Memorandum of Association drafting
- Statutory meeting organization
- DBD registration and filing
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Tax & VAT Registration
Following incorporation, we register your company for corporate income tax and VAT with the Revenue Department, and obtain your Tax Identification Number (TIN).
- Corporate income tax registration
- VAT registration (PP.01)
- Tax Identification Number
- Revenue Department filing
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Social Security Registration
We register your company and its employees with the Social Security Office (SSO) to ensure full compliance with Thai labor and social security obligations from day one.
- SSO employer registration
- Employee enrollment
- Monthly contribution setup
- Ongoing SSO compliance
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Bank Account Opening Support
We assist with the preparation of documentation required to open a corporate bank account in Thailand, and liaise with banking partners to streamline the process.
- Document preparation
- Bank selection guidance
- Capital injection documentation
- Shareholder fund remittance support
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Post-Incorporation Compliance
Once incorporated, your company must meet ongoing accounting, tax, audit and DBD reporting obligations. B-Accounting provides a seamless transition into full compliance management.
- Monthly accounting and bookkeeping
- Annual audit coordination
- DBD annual filing
- Director and shareholder changes
Key Requirements
What You Need to Register a Company in Thailand
Essential legal requirements for forming a Thai Private Limited Company at the Department of Business Development.
3
Minimum Shareholders
At least 3 promoters are required at the time of incorporation, with a minimum of 3 shareholders thereafter. Shareholders may be individuals or legal entities.
1
Registered Director
At least one authorized director must be appointed. Directors may be foreign nationals, though work permit requirements apply when performing work in Thailand.
1฿
Minimum Registered Capital
No statutory minimum for Thai-majority companies. Foreign-majority companies and FBL applicants typically require at least THB 2 million in paid-up capital.
25%
Paid-Up Capital at Registration
At least 25% of registered capital must be paid up at the time of company registration, with the balance to be paid as called by the board of directors.
1
Registered Office Address
A registered office address in Thailand is required for DBD registration. B-Accounting can provide a registered address service where needed.
5–10
Business Days to Register
Standard DBD registration takes 5–10 business days from submission of a complete and correct application, subject to DBD processing times.
Registration Process
How We Register Your Company in Thailand
A structured, end-to-end process managed by B-Accounting from day one to your first day of trading.
1
Step 1
Free Consultation
We assess your activity, ownership goals and determine the optimal structure — Thai majority, FBL or BOI.
2
Step 2
Name Reservation
We reserve your company name with the DBD and prepare the Memorandum of Association and Articles.
3
Step 3
Statutory Meeting
A statutory meeting of promoters is held to formally approve the MOA, appoint directors and authorize share issuance.
4
Step 4
DBD Registration
We submit the complete registration dossier to the DBD and obtain your Company Affidavit and registration number.
5
Step 5
Tax & VAT Setup
We register the company for corporate income tax, VAT, withholding tax and Social Security with the relevant Thai authorities.
6
Step 6
Ready to Trade
Your company is fully registered and compliant. We transition you seamlessly into ongoing accounting and compliance services.
Why Choose B-Accounting
Your Partner for Business Setup in Thailand
European-led, bilingual and purpose-built for foreign investors navigating Thailand's corporate and regulatory environment.
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Built for Foreign Investors
European-owned and managed firm with first-hand understanding of what foreign entrepreneurs and executives need when entering Thailand.
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One-Stop Setup Service
Company registration, BOI application, FBL, accounting, tax, payroll, visa and work permits — every service under one roof, with one point of contact.
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English, French & Thai
Full bilingual support for international clients, ensuring nothing is lost in translation with Thai regulatory authorities.
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13+ Years of Track Record
Over a decade of successfully registering and operating foreign-owned companies across industries in Thailand.
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Fully Compliant Structures
We design structures that are legally robust, nominee-free and defensible — protecting your investment from day one.
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Long-Term Partnership
We do not stop at registration. Our team supports your company's compliance, growth and regulatory needs throughout its lifecycle in Thailand.
FAQ
Frequently Asked Questions
Key questions from foreign entrepreneurs and investors about registering a company in Thailand.
Can a foreigner own 100% of a Thai company?+
Yes, in certain circumstances. Full foreign ownership is permitted for companies that obtain BOI promotion in an eligible sector, hold a Foreign Business License for a List 2 or 3 activity, or qualify under the US-Thailand Treaty of Amity. Without these authorizations, foreign shareholding is capped at 49% under the Foreign Business Act.
What is the difference between BOI and an FBL for a foreign company?+
BOI promotion is granted by the Board of Investment to companies in eligible promoted sectors, and comes with significant tax incentives alongside the right to 100% foreign ownership. A Foreign Business License (FBL) is issued by the DBD specifically to authorize a foreign-majority company to conduct a restricted business activity, without additional tax benefits. BOI is generally preferable where eligible; the FBL is the path for activities outside BOI scope.
How long does it take to register a company in Thailand?+
Standard company registration at the DBD takes 5–10 business days from submission of a complete application. Name reservation adds 1–3 business days. Tax and VAT registration with the Revenue Department takes a further 5–10 business days. B-Accounting manages the full process, with most companies ready to trade within 2–3 weeks of engagement.
What is the minimum capital required to register a Thai company?+
There is no statutory minimum for Thai-majority companies. However, foreign-majority companies seeking an FBL typically require a minimum of THB 2 million in registered capital. Companies applying for work permits for foreign employees must generally maintain THB 2 million per work permit holder. BOI-promoted companies may have higher minimum investment requirements depending on the promoted activity.
Can a foreign director manage a Thai company?+
Yes. There is no restriction on foreigners serving as directors of a Thai company. However, a foreign director who performs any work in Thailand — including attending meetings in a management capacity — requires a valid work permit. B-Accounting can assist with both the directorship structure and work permit applications for foreign directors.
Do I need to be physically present in Thailand to register a company?+
Physical presence is not required for the registration process itself. B-Accounting can manage the full incorporation remotely using notarized and apostilled power of attorney documents. However, opening a corporate bank account in Thailand typically requires at least one authorized director or shareholder to be present in person.
What ongoing obligations does a registered Thai company have?+
Registered Thai companies must maintain proper bookkeeping records, file monthly VAT and withholding tax returns, submit annual financial statements audited by a Thai-licensed auditor, file an annual corporate income tax return, and submit an annual balance sheet with the DBD. B-Accounting provides comprehensive ongoing compliance services to manage all of these obligations on your behalf.
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Ready to Register Your
Company in Thailand?
Our specialists will assess your structure, advise on ownership options and manage the full incorporation process — so you can focus on building your business.