If you are going to be doing any form of business in Thailand any barrister in Thailand will tell you that you need to register a Thai limited company to start. These are the basic procedures. The incorporation of a private limited company in Thailand needs to have 3 basic procedures. Firstly it needs to have a memorandum of association.
This gets handed in at the Ministry of Commerce. What it states is who the promoters of the company is which is currently 7 and what type of business the company will conduct. The registration fee is based on the amount of capital that is being registered. Once this has been done a meeting needs to be held which approves of the incorporation. Finally the promoters pass the company on to its directors to ensure that at least 25% of the registered capital is paid.There are 2 types of shares in this company. The first being ordinary shares and the other preferred shares. The preferred shares may have special rights attached to them depending on the articles of association which had been drafted. Foreigners may hold no more than 49% of the shareholdings of the company. Thai nationals however do not have this restriction.
This however does not put minority shareholders out of control of the business as the companies articles of association could state that in order to pass any changes at least 80% of shareholders have to agree. Hence minority shareholdings are not at risk depending on how the company has been setup. If you need legal advice on setting up a private limited company in Thailand then speak to any of our barristers in Thailand about corporate laws and tax laws in Thailand. With offices in all the major tourist areas of Thailand we at Siam Legal are best able to serve your needs. Speak to a barrister in Thailand today – call our tollfree UK telephone number.