The most common vehicle for doing business in Thailand is the Thai Private Limited Company. This guide covers the foreign-ownership rules, when you can own 100% (via BOI or a Foreign Business Licence), and the step-by-step registration process.
A standard Thai Limited Company under the Foreign Business Act generally limits foreign ownership to 49%, with Thai shareholders holding the majority (the "51/49" rule). Nominee Thai shareholders used solely to disguise foreign control are illegal.
You can own up to 100% of a Thai company in several ways: by obtaining BOI (Board of Investment) promotion for an eligible activity; through a Foreign Business Licence; or under treaty arrangements (e.g. the US-Thailand Treaty of Amity for American nationals).
1) Reserve the company name with the Department of Business Development (DBD). 2) Prepare the Memorandum of Association, shareholder structure, and registered capital (commonly THB 2 million per foreign work permit). 3) Hold a statutory meeting and register the company at the DBD. 4) Register for VAT and tax IDs with the Revenue Department. 5) Register employees for social security.
For foreign owners or staff to work legally, the company sponsors a Non-Immigrant B visa and a work permit — typically requiring registered capital and a ratio of Thai employees per foreign work permit.
If your activity qualifies (tech, manufacturing, certain services), BOI promotion can grant 100% foreign ownership, tax incentives, easier work permits, and land-ownership rights for the promoted business. Apply through the BOI before incorporating where possible.
Yes, in specific cases — with BOI promotion for an eligible activity, a Foreign Business Licence, or under the US-Thailand Treaty of Amity (for US nationals). A standard Thai Limited Company otherwise caps foreign ownership at 49%.
Under the Foreign Business Act, a standard Thai Limited Company must be majority Thai-owned (at least 51%), with foreign ownership capped at 49% — unless an exemption like BOI promotion applies. Using nominee Thai shareholders to bypass this is illegal.
There is no universal minimum, but THB 2 million in registered capital is commonly required per foreign work permit, and minimum capital rules apply for foreign-majority or licensed activities.
With the Department of Business Development (DBD), part of the Ministry of Commerce. VAT and tax registration is with the Revenue Department, and BOI applications go through the Board of Investment.
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