Setting up a company in Thailand involves several steps, from reserving a company name to registering for taxes. This guide will walk you through the essential steps to successfully register your business.
1. Reserve Your Company Name
The first step is to reserve your company name with the Department of Business Development (DBD). The name must be unique, not resembling any existing company, and must end with « Limited. » It’s advisable to provide three options in order of preference to increase the chances of approval. The name can be in English or Thai, but the registered name must be in Thai.
- Tip: Choose a simple and clear name, especially if you plan to use it for daily transactions like checks.
Once approved, the reserved name is valid for 30 days, without any extensions.
2. Filing the Memorandum of Association
After reserving your name, you need to file a Memorandum of Association with the Ministry of Commerce. This document includes the following details:
- Company name and registered office.
- Objectives of the company.
- Limited liability declaration for shareholders.
- Share capital structure.
- Information about the promoters, including names and the number of shares they hold.
Note that if the business has foreign ownership, certain approvals may be required, such as under the Foreign Business Act.
3. Hold a Statutory Meeting
A statutory meeting must be held to finalize the company’s structure and appoint directors and auditors. During this meeting, the following are typically addressed:
- Adoption of company regulations.
- Ratification of expenses and contracts from the promotion phase.
- Appointment of directors and auditors.
- Allotment of shares and payment terms.
4. Register the Company
After the statutory meeting, the company registration must be submitted to the Ministry of Commerce within 90 days. At this point, company registration fees will be paid, and the company will be officially recognized in Thailand.
5. Register for VAT and Corporate Tax
Once the company is registered, you must apply for a corporate tax ID card within 60 days. Businesses with annual sales exceeding 1.8 million THB are required to register for VAT. If you plan to hire foreign workers, VAT registration is mandatory to obtain work permits.
Frequently Asked Questions
What is the minimum registered capital requirement?
For foreign-owned businesses, the minimum capital is typically 2 million THB for non-restricted activities, while restricted businesses under the Foreign Business Act may need 3 million THB. Thai-owned companies do not have these restrictions.
How long does the registration process take?
The basic company setup can be completed in 1-2 weeks, but if a foreign business license is needed, the process can extend to six months.
What ongoing obligations must be met?
Companies are required to file VAT, social security contributions, and corporate tax returns. You will also need to maintain proper bookkeeping and have your financial statements audited annually.
How do I open a bank account?
Once registered, opening a corporate bank account is straightforward with the necessary documents, including minutes from a board meeting and registration documents. Some banks require foreign directors to hold a work permit and a non-immigrant visa to access full banking services.
Legal Support from B-Accounting
At B-Accounting, we understand that registering a company in Thailand can be a complex process, especially when navigating legal requirements. To ease this process, we offer not only accounting services but also legal support for company registration, compliance with local laws, and assistance with work permits and visas. Our team of experts is here to guide you through every step, ensuring your business is set up for success in Thailand.
