When registering a Thai Limited Company, there are several steps to take. We will start by helping you reserve a company name through the Department of Business Development (DBD).
Next, we will file a Memorandum of Association with DBD, which includes the reserved company name, details of the shareholders and promoters, and the company’s business objectives.
Choosing the right company name is essential. It must be unique and not identical or resembling a pre-existing registered business in Thailand.
We can help you reserve a company name with the DBD and prepare your Memorandum of Association. This includes the selected reserved company name as well as details of the promoters and shareholders of your new business. It is important that the company be recognised as a separate legal entity with rights, liabilities and duties independent of its shareholders.
Once the company name is reserved it must be incorporated through a Memorandum of Association. This includes details on the share structure, a statutory meeting and the appointment of directors and an auditor.
The company must also acquire any necessary licenses and permits to operate in Thailand. This is dependent on the business activities and may include a domestic recruitment licence, factory license, import/export licence etc.
The articles of association set the company’s scope of operations and ensure that it adheres to accounting regulations. Our Corporate lawyers can ensure that the new company will comply with these legalities within the registration process and beyond.
The MOA will specify the company name, business objectives, capital, number of shares and value of each share. It will also contain the names of at least two promoters (this was previously three). It is possible for foreigners to be promoters of a Thai limited company.
For a private limited company to register and set up, there must be at least two shareholders. Previously, it was required that companies have three shareholders, but now this is not the case.
After the share structure is defined and the MOA and AOA approved, directors are elected and an auditor appointed. A statutory meeting is convened to make the rest of the appointments.
A private limited company is the most common business structure in Thailand. It requires a minimum of three shareholders and their liability is limited. Shares may be issued as either common or preferred.
Our corporate lawyers will ensure that your Thai limited company complies with all legalities throughout the registration process and beyond. This includes submission of annual financial statements, compliance with accounting procedures and adhering to tax regulations.
When you register a Thai limited company, you’ll need to convene a statutory meeting to make appointments. The company director must prepare a list of shareholders at the time of the meeting and a list of persons who are no longer shareholders, then submit them to the DBD.
This process ensures that third parties can easily examine your business’s status. This makes your company a reliable way to conduct business.
Once the share structure for your business has been defined, a statutory meeting is called during which the Memorandum of Association and Articles of Association are approved, board members are elected, and an auditor is appointed.
A company must comply with strict financial requirements including annual balance sheet submissions and adherence to tax regulations. Our experts will assist you in navigating these processes.
The first AGM must be held within six months of the company’s incorporation and every year thereafter. The meeting is hosted by the company’s Board of Directors.
Before the ED on E-Meetings came into effect, shareholders and directors of a Company had to physically attend meetings. Now, the annual shareholders’ and directors’ meeting can be conducted online. This will help to save time and resources.
A Thai limited company must prepare annual financial statements and have them audited. They must also submit these to the Commercial Registrar and the Revenue Department.
Companies in Thailand typically have a financial year-end of December. They must keep their accounting records and documents at the registered address for five years after closing their accounts.
A company stamp is required to seal legal documents, bank transactions and accounting records. It must contain the company name and logo.
When a company is registered it will be recognised as a separate legal entity known as a “juristic person”. The business is independent of its shareholders and has rights, duties and responsibilities that are different from those of the directors.
A company must prepare a financial statement at least once each year. This is submitted to the general meeting of the shareholders and filed with the Department of Commercial Registration.