Registering a Limited Company in Thailand

Registering a limited company in Thailand involves several steps and legal procedures. Here’s a general overview of how Thai Limited Company Registration works:

1. Name Reservation:
   • Choose a unique name for your company and submit it to the Department of Business Development (DBD) for approval.
2. Memorandum of Association:
   • Prepare the Memorandum of Association (MOA) which outlines the company’s objectives, registered capital, and other pertinent details. This document must be signed by at least three shareholders.
3. Articles of Association:
   • Draft the Articles of Association (AOA) which specify the internal rules and regulations of the company.
4. Statutory Meeting:
   • Hold a statutory meeting with the shareholders to approve the MOA and AOA.
5. Share Capital Payment:
   • Each shareholder must pay their portion of the registered capital into the company’s bank account. This is usually a minimum of 25% of the registered capital.
6. Company Registration:
   • Submit the MOA, AOA, and other required documents to the DBD for official registration.
7. Tax Identification Number (TIN):
   • Apply for a Tax Identification Number (TIN) with the Revenue Department. This is necessary for tax purposes.
8. Value Added Tax (VAT) Registration:
   • If your business is required to collect VAT, you will need to register for it.
9. Social Security Registration:
   • Register with the Social Security Office if you plan to hire employees.
10. Register for Specific Business Licenses:

• Depending on the nature of your business, you may need specific licenses or permits. For example, if you’re in the restaurant industry, you’ll need a food license.

11. Register for Withholding Tax:
    • If your company will be paying income to individuals or other entities, you’ll need to register for withholding tax.
12. Register for Import/Export Licenses (if applicable):
    • If your business involves importing or exporting goods, you’ll need to register for the relevant licenses.
13. Register for Foreign Business License (if applicable):
    • If the company is majority-owned by foreigners, it may be subject to special restrictions. In such cases, you might need a Foreign Business License.
14. Open a Corporate Bank Account:
    • Take the necessary documents to a Thai bank to open a corporate bank account.
15. VAT and Withholding Tax Returns:
    • Submit regular VAT and withholding tax returns as required by the Revenue Department.
16. Annual Auditing and Reporting:
    • Thai companies are required to maintain proper accounting records and have them audited annually. You’ll also need to file an annual financial statement.

It’s important to note that the specific requirements and procedures may vary depending on the type of business, the industry, and the location within Thailand. Additionally, it’s advisable to consult with a local legal advisor or a professional service firm with expertise in Thai company registration to ensure compliance with all legal and regulatory requirements.