Thailand

Starting a Business in

Thailand

Below is a detailed summary of the bureaucratic and legal hurdles faced by entrepreneurs wishing to incorporate and register a new firm in Thailand. It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income.

This information was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 189 economies. The most recent round of data collection was completed in June 2013.

Compare Thailand to 188 other economies.

  • Standardized Company

  • Legal Form: Private Limited Liability Company
  • Paid in Minimum Capital Requirement: THB 4
  • City: Bangkok
No. Procedure Time to Complete Associated Costs
1 Search and reserve a company name online

Promoters can search and reserve a company name on the Department of Business Development’s Web site (www.thairegistration.com or www.dbd.go.th). The name reservation in person at the Department’s Registrar is no longer available since 14 January, 2013.
Less than one day (online procedure) no charge
2 Deposit paid-in capital in a bank

Once the company gets approval for the memorandum and the articles of association, it must hold a statutory meeting. The promoters shall hand over the business to the directors after the meeting. The directors shall thereupon cause the promoters and subscribers to pay in at least 25% of the registered capital.
1 day no charge
3 Obtain a corporate seal

According to Thai law, a company is not required to have a corporate seal except for affixation on company share certificates. In practice, however, a Thai company usually affixes its corporate seal to other documents. The cost of such seal is THB 400 on average, and it can be ordered and purchased via private stationeries. The cost of an urgent order is THB 700 -800 and it takes about 2 days to make the seal.
4 days THB 400
4 Get approval for memorandum of association, apply to register the company as a legal entity (final registration) and also submit company work regulations

In October 2010, the Department of Business Development opened its one-stop shop: the Single Point Service Center. At the Single Point Service Center, entrepreneur can register for social security and register for the Workmen’s Compensation Fund. These were previously undertaken by 2 different government agencies.

The Department of Business Development also receives the work regulations and then forwards them to the Office of Labor Protection and Welfare of the Ministry of Labor at the district where the head office of the company is located. An employer with 10 or more regular employees must establish written rules and regulations (in Thai) that comply with the amendments of the Labor Protection Act B.E. 2541 on work performance. The regulations must be displayed at the work premises within 15 days of hiring 10 or more employees. This procedure takes 2–4 weeks.

Registration of the Company shall be made within 3 months of the day of the statutory meeting. Under the Civil and Commercial Code, Section 1111/1, for establishing the company, the director committee may require memorandum registration and company registration on the same day. If the promotors complete both steps on the same day, the required proceedings involving the memorandum promotors are as follows:

(1) To have the subscribers of all the shares registered in the company;
(2) Under Section 1108, to have a statutory meeting to consider any act of company, with all subscribers and all promotors presenting at the meeting and accepting such act in the statutory meeting;
(3) To have promotors transfer all business to the director committee; and
(4) To have the directors require every subscriber to pay the amount of shares under Section 1110 paragraph 2, and have such amount be fully paid.

In case the company incorporation is not registered within the same day of the registration of memorandum of association, the notice issued by one of the promotors to summon the statutory meeting shall be required. Such notice must be sent to all share subscribers at least seven days prior to the date of meeting.

The required documents for registration of the company which must be signed by the authorized director(s) and affixed with the company's seal (if required) shall include but not limited to the followings:

(1) Application form;
(2) Articles of Association;
(3) List of shareholders;
(4) New director form signed by each director;
(5) Declaration of Business Operation form;
(6) List of company registration;
(7) Certified copies of the MOA and the Objectives;
(8) A certified copy of the Notice and Minutes of the Statutory Meeting;
(9) Confirmation of payment of share capital (at least 25%) by all subscribers;
(10) Form for company name reservation
(11) Form of certification of registration of limited company; and
(12) Map(s) showing the location(s) of the registered office(s) of head office and branch office(s) (if any) of the company.
The promotors prepare the application for registration of the memorandum of association containing the details specified in procedure 2;
The first statutory meeting shall still be convened, provided that the notice to summon the first statutory meeting is not required;
The shareholders must pay at least 25% of the registered capital;
The promotors and authorized signatory director must sign the applications for registration of memorandum of association and for registration of incorporation, respectively, before Private Limited Companies Registrar, attorney at law, or auditor registered with the Registrar.
However, if the company has adopted complicated articles of association, the Registrar may take a few days to review the company's articles of association. In such case, the registration of company incorporation may be prolonged for a few days or more.
Under the Notice of the Director General of Revenue Department dated 11 January 2012, which is effective from 1 February 2012, company’s registration number shall be the same as its tax ID.
Thus, the company is not further required to obtain taxpayer identification number or card anymore.
Employers (with one or more employees) must register their employees for social security and workers’ compensation insurance at the Social Security Office, Ministry of Labor.

1 day for registration and 21 days for the approval of the work regulations THB 750 (Fee for registration of memorandum of association, THB 500 minimum and THB 25,000 maximum for government fee and it shall be increased for THB 50 every THB 100,000 of initial capital) + THB 7,500 minimum (Fee for registration of the company, THB

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