Open a Limited Liability Company in Thailand

Updated on Thursday 15th April 2021

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The limited liability company is a type of business entity that is popular among investors and offer a sufficient amount of investor protection through its main characteristic: the members are only liable up to the amount they have invested in the company capital.


The limited liability company in Thailand is usually formed by means of a minimum of three shareholders and ruled by one director. A very important aspect is that the majority of the board has to belong to persons that have Thai citizenship.  Our Thai company formation agents remind you that in this type of company, there are two types of shares: simple shares and preferred shares. Those that possess simple shares have more rights of voting within the company and one director of the two is elected by the shareholders. The shareholders only have the right to vote on the behalf of their percentage, while the directors have the right to vote for the entire Thai company. In case you would like to open a private limited company in Singapore, we can put you in contact with our local partners. 
 
Setting up a company in Thailand in 2021 as a limited company could be a suitable option in case you want to start a small or a medium sized business. The main steps for LLC formation in Thailand are described in the list below and referred to in more detail in the rest of the article.
 
  1. Reserve the company name: investors much check if their chosen company name is available and if it meets the requirements set forth by the Business Development Office.
  2. Draw up and submit the company documents: the company’s Articles of Association are drawn up and filed to the Registrar, together with a Declaration of Compliance and the relevant information about the company directors.
  3. Register the company: once all the documents are in place, they are duly submitted for Commercial Registration with the Department of Business Development belonging to the Ministry of Commerce; the registration must take place within 30 days from the day the business started its activities.
  4. Make the subsequent registrations: LLC will also have to register for tax and VAT purposes and make the necessary submission when hiring employees.
Our team who specializes in company formation in Thailand can detail each of these steps. Before setting up a company in Thailand, we remind investors that the actions described herein are not exhaustive and the company may need to go through additional steps, as needed per the chosen business field. This is why we recommend requesting a pre-registration consultation in order to find out what the requirements will be for the limited liability company. 
 

Conditions for setting up a company in Thailand as a limited liability company 

 
An important condition for setting up a company in Thailand is that foreign investors must observe the ownership ratio that must be held by Thai citizens. In most cases, 51% of the shares are to be held by a Thai national. There are no restrictions as to the nationality of company directors, however, when foreign company directors are appointed, they must hold a work permit. One of our agents who specialize in Thai company formation can give you more details on these requirements, according to the specific business field in which you wish to open the limited liability company.
 
The foreign investor’s capital injection can differ according to the business field. For example, the minimum share capital is larger in selected industries like farming, fishery, forestry, trading inland, trading and selling Thai objects, antiques (in general, the businesses that are considered restricted under the Foreign Business Act). A Foreign Business License may be needed and our agents can give you more details on this.
 
For private limited companies, the value of company shares must not be lower than 5 Baht and at least 25% of the value of the shares must be paid in.  For public limited companies, 100% of the share value must be paid in.  

Compliance with the existing regulations for the combined foreign-national ownership is important and one of our agents can help foreign investors who are interested in company registration in Thailand. An advisory consultation with one of our specialists can prove valuable for those entrepreneurs who wish to avoid any business partner frauds. In 2021, travel to Thailand can be subject to certain additional requirements for quarantine or other procedures. Foreign investors who wish to come to the country to open a business can reach out to our company formation experts beforehand to find out how we can assist you with legal representation and handle part of the incorporation steps in your name. You will be required to travel only as needed, in order to provide an original signature for the company formation documents and handle other steps in person.
 
 

Steps for setting up an LLC described by our Thai company registration experts

 
A very important step in opening a limited liability company in Thailand is choosing the future company’s name together with two alternatives and submitting them to the Thai Ministry of Commerce. Our local consultants advise you not to choose any names that already represent a trademark of another company, or are very similar to such a name. If the name is considered valid and it does not violate any ministerial regulation, it will be approved. 

The company founders are required to convene a statutory meeting for the purpose of appointing all of the company directors, representatives or agents. Moreover, the company founders will need to sign the company’s constitutive documents. 

Limited liability company registration in Thailand is not a difficult procedure. After the name has been registered, all the shareholders must sign a memorandum that contains all relevant information related to shareholders and the company, such as the purpose of business and capital data. Eventually, the memorandum as well will be submitted to the Ministry of Commerce for approval.

One of the final stages consists of VAT registration in Thailand or registration for other specific business taxes. Investors can find a summary of the main taxes for the limited liability company further down in this article. 

Opening a business in Thailand as a limited liability company is a process that may last up to 2-4 weeks.   

Trademark registration in Thailand can also take place afterward. 
 

Thai LLC taxation

 
The basis for taxation in Thailand is residency, meaning that resident companies are taxed on their worldwide income while non-residents only on their Thai-sourced income. A company is deemed a resident if it is incorporated in Thailand and registered as per the local requirements with the Ministry of Commerce.
 
If you would like to open a business in Thailand as a limited company, you should know the taxes that must be paid for this type of company. The list below includes the value of the general taxes in 2021 that also apply to the type of company described in this article:
 
  • 20%: this is the standard corporate income tax rate and certain small or medium-sized companies can be subject to a lower rate, subject to qualification.
  • 12.5%: this is the real property tax, applicable to the rental value of the property.
  • 5%: the value of the social security contributions that are required of both the employer and the employee; a cap is in place. 
  • 10%: the standard value-added tax rate, which is reduced until 30 September 2019 to 7%; a 0% rate applies to the export of goods and services.
 
Other taxes for companies include the withholding tax on dividends, royalties, and interest which may be subject to reduced rates when a double tax treaty is in place. The transfer tax applies to the transfer of immovable property as well as banking or similar transactions. One of our agents who specialize in company formation in Thailand can also provide investors with adequate details about taxation for the limited liability company and can help them open a business in Thailand in any sector they intend to.
 
Before setting up a company in Thailand as a LLC  should know that this company is required to file an annual corporate income tax return at the half of the financial tear. This return is to be filed within two months following the first six months of the ongoing tax year. As far as the final tax return is concerned, it is to be filed within 150 days from the end of the company’s financial or tax year. The normal tax year is a twelve-month one, however, a shorter one is possible only in the year of incorporation or in the year of dissolution. Business owners are expected to observe the filing dates as penalties apply for late or incomplete filing. 
 
Open a Limited Liability Company in Thailand


Investing in Thailand

 
Thailand is one of the top investment destinations in the Asia-Pacific region because of the important potential in many industries as well as the ongoing policies for the liberalization of investments. The Foreign Business Act governs the foreign entrepreneur’s ability to enter certain business fields, and while some sectors are restricted (transport, retail or wholesale), others are encouraged (technology and innovation). In some cases, the free trade agreements signed by Thailand with other countries can relax the conditions for foreign investors. We recommend reaching out to our Thailand company formation agents for complete information about the Investment Promotion Act as well as other relevant laws. Our team can assist you through the entire process of setting up a company in Thailand.
 
Some of the investment incentives that are available to entrepreneurs who open a limited liability company include activity-based incentives and merit-based ones. The first category is awarded based on the activity in which the business is involved, and there are two types, A and B activities. Some of the activities include knowledge-based ones and infrastructure development ones and the B activities include those that support certain industries. Merit incentives are awarded in order to encourage investment and expenditure in certain types of projects that bring benefits to the country. 

If you are thinking of setting up a company in Thailand as a limited liability company, we invite you to watch the video below:

  

4 Small Business Ideas in Thailand


Opening a company in Thailand, or in the land of smiles, has never been easier, due to an excellent environment and a great taxation system in the country. There are so many opportunities for creating your own small business or company, and our specialists in company registration in Thailand can provide you with proper information about the rules and regulations in this country. We have gathered four interesting business ideas, available for every foreign entrepreneur who wishes to come to Thailand for more than just a visit.

Open a restaurant or a fast food in Thailand

Thai people love to eat in groups and to spend some quality time together, therefore, a restaurant may be a great business idea, if you intend to live in Thailand.  In most condominiums in the country, there are no kitchen appliances, and people enjoy eating on the go, especially middle-income office workers. You can take into consideration a food truck that offers hot and fresh food, like sandwiches, French fries, crepes, hot dogs or soups. You can also offer specialties or delicacies from the European cuisine.  In order to get a business licence and a work permit, you should solicit help and assistance from our company registration agents in Thailand. If you have decided to open a restaurant in Thailand, you will need to register the business under a Thai person, because foreign businessmen cannot have the majority share in the country. Also, the limited liability company could be a good option for starting this type of business.

Open a jewelry shop in Thailand

Jewelry business in Thailand is the second most developed in the country, and many foreigners choose to explore such opportunities. There are high demands in this area for these products, and setting up a jewelry business might seem quite expensive. It is a good idea to start with a small amount or budget by importing jewelries and sell them on the local market. You can also get in touch with the local manufacturers, share ideas and see what you can improve and what benefits you might have. Take into consideration that the company formation in Thailand is quite simple and you can be counseled by our agents. The limited liability company could be a good option for incorporating this type of business.

Open a clothing business in Thailand

According to experts and statistics, this business continues to develop day by day in Thailand, and people are quite interested in this matter. The textile industry is blooming and you can definitely start a business in this industry, by renting a boutique where you can expose the latest trends, no matter if they are your own creations or export products.  

Open a farm in Thailand

Agriculture is the oldest occupation in the world that continues to flourish anywhere as a business. You can set up a small farm, for the beginning. A poultry business is also a good idea to start a small business in Thailand. You can sell the products on the local market, or you can get in touch with lots of restaurants or hotels, in order to present your offer. You can get the help you need, regarding the documents, if you want to open a business in Thailand.

Open a web design business in Thailand

Thai people with businesses in the country are aware of online development, but many of them are too busy to simply create a website. Therefore, if you have skills in this domain and a solid experience in website design, you can definitely open a business in Thailand like this, in order to create and design websites for business persons in the country. You can explore the domain because you can make lots of money.


We invite you to contact our team of company registration agents in Thailand for more detailed information about the process of forming a limited liability company in 2021. If you need information about setting up a company in another country, such as Serbia, we can put you in touch with our local affiliates