The main business forms available in Thailand include:

Private Limited Company
Public Limited Company
Partnerships
Branch

Private Limited Company

A private limited company is the most common business form for foreign investment in Thailand.

Key aspects of a Private Limited Company include:

Formed by at least 3 promoters and shareholders,
The promoters must be individuals, with each subscribing at least 1 share of the company, which can be transferred after incorporation
100% foreign ownership is generally allowed, except in the case of certain restricted industries
The company must maintain at least 3 shareholders at all times
The liability of shareholders is limited to their contribution for shares in the company
There are no minimum capital requirements, but at least 25% of the capital must be paid in prior to incorporation
At least 1 director is required
5% of after tax profits must be allocated to a reserve fund until the fund amount reaches 10% of the registered capital

Public Limited Company

A public limited company may offer its shares publically, but is subject to greater restrictions than a private limited company.

Key aspects of a Public Limited Company include:

Formed by at least 15 promoters
Both foreign and domestic promoters and shareholders are allowed
At least half of the promoters must be resident in Thailand, with at least 5% of the registered capital subscribed by the promoters in the form of fully paid up shares which must be held by the promoters for at least 2 years
At least 50% of the company shares must be offered publically
The liability of shareholders is limited to their contribution for shares in the company
There are no minimum capital requirements, but 100% of the registered capital must be paid in prior to incorporation
A board of directors with at least 5 members is required, with at least half resident in Thailand
5% of after tax profits must be allocated to a reserve fund until the fund amount reaches 10% of the registered capital

Partnerships

Partnerships in Thailand may be formed as ordinary or limited.

Key aspects of a Ordinary Partnership include:

Formed by at least 2 partners
All partners are fully liable for the obligations of the partnership
The partnership can be registered or non-registered
If registered, the partnership become a legal entity

Key aspects of a Limited Partnership include:

Formed by at least 1 managing partner and 1 limited partner
Managing partners are fully liable for the obligations of the partnership, while limited partners are liable up to their contribution to the partnership
The partnership must be registered

Branch

Foreign companies are allowed to establish a branch in Thailand in order to conduct business in the country.

Key aspects of a Branch include:

Not considered a separate legal entity from the foreign company
Is considered a permanent establishment of the foreign company
The foreign company is fully liable for the obligations of the branch
At least one director or representative of the branch domiciled in Thailand must be appointed
Minimum capital of THB 5 million is required, with at least 25% of the capital remitted within 3 months, with the remainder remitted yearly over 3 years

A foreign company may also establish a representative office in Thailand. The office may not earn any income or provide any services to any person aside from the foreign company. At least one director or representative domiciled in Thailand must be appointed.

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