Haris & Associates Phuket Thailand Legal Blog

Thailand has specific requirements and regulations for registration and setting up a company in Thailand owned by foreign nationals. While some may find it complex and difficult, if you know the structure of the company you wish to set up in the Kingdom, the requirements are as straightforward as they can be.

Foreign-owned or multinational companies are allowed to set up any of the three types of offices in Thailand – branch, regional or representative.

A branch is an office set up to operate an existing foreign company in Thailand. A regional office coordinates and supervises the company’s branches and its affiliated companies in the region on behalf of the head office. A representative office is an office located in Thailand operating a trading business internationally. A representative office does not include regional offices and other trading activities. It functions as a liaison office and as such is not allowed to engage in any profit-seeking or profit-making ventures.

Setting Up a Representative Office

An Alien Business Permit is required under the Alien Business Law, to start operating a representative office. The Alien Business permit has a validity of five years and will serve as the license to establish a representative office in Thailand.

The following are the requirements to set up a branch or representative office in Thailand:

• Articles of Incorporation, Memorandum of Association
•  Articles of Association
• Affidavit of manager stating:

○       name of corporation

○       registration number

○       date of registration

○       registered office address

○       jurisdiction where the corporation is registered

○       name, address, nationality, age and race of each director

○       number of shares held by each director

○       identification of the directors with the power to bind the corporation

○       authorized capital stock of the corporation

○       number of shares and par value of each

○       amount of paid-up capital stock

○       total number of shareholders including their nationalities and number of shares owned or held by each national group.

• Power of attorney for the manager in Thailand – gives him power to register the branch or representative office with the Thai Government authorities.

The initial five-year Alien Business Permit requires at least five million Thai Baht remitted into Thailand for operational expenses of the representative office of which two million Thai Baht will be allocated for the first year operational expenses, and at least one million Thai Baht in each of the succeeding year. Only after the permit is granted will remittance be made.