Company Registration in Thailand from India

Here's a breakdown of what you need to know to ensure a smooth Thailand company registration process.

Criteria Details for Indian Nationals Minimum Shareholders At least 3 shareholders (can be a mix of Thai and Indian nationals).

Director Requirement At least 1 director; can be Indian.

Ownership Structure Max 49% foreign ownership in restricted sectors unless BOI-promoted or FBL granted.

Permitted Sectors Unrestricted for Thai-majority companies; restricted sectors require special permission.

BOI Promotion Eligible if investing in priority sectors (tech, R&D, green energy, etc.).

Visa Options Business Visa (Non-B), extendable to Work Visa upon company setup.

Restricted Activities Some services, trading, and professional sectors are restricted under the Foreign Business Act (FBA).

They offer attractive incentives to qualified businesses.

The Benefits of a BOI-Promoted Company for Indian Investors A BOI-promoted company offers significant advantages, including: 100% Foreign Ownership: Indian investors can fully own their Thai company without needing a Thai partner, eliminating the usual 49% foreign ownership limit.

No Need for a Foreign Business License (FBL): With the BOI promotion, you receive a Foreign Business Certificate, allowing operations without the lengthy FBL approval process.

Corporate Tax Exemptions: BOI-promoted companies may receive up to 8 years of corporate income tax exemption, plus a 50% tax reduction for additional years.

Import Duty Exemptions: Enjoy exemptions on import duties for machinery, raw materials, and components used in manufacturing or R&D.

Easier Work Permits and Visas: BOI simplifies the process for Indian professionals to obtain work permits and long-term business visas.

Land Ownership Rights: In some cases, foreign-owned BOI-promoted companies can purchase land for operational use, which is normally restricted.

Priority Government Support: BOI-backed businesses receive faster approvals and support from government agencies, reducing delays and red tape.

Credibility and Trust: Being BOI-promoted enhances your reputation with local partners, suppliers, and financial institutions in Thailand.

Document Checklist for Company Formation by Indian Applicants Having all your documents in order is key to a smooth Thailand company registration process.

For Indian Directors and Promoters These documents are essential for every Indian individual serving as a director or initial shareholder (promoter).

Certified Copy of Passport: A clear, legible copy of all passport pages, especially the biodata and any relevant visa/entry stamp pages.

Must be certified as a true copy by a Notary Public in India.

May also require legalization by the Ministry of External Affairs (MEA) in India and the Royal Thai Embassy/Consulate in India.

Proof of Residential Address (from India): A recent utility bill (electricity, water, gas, or landline phone) or a personal bank statement, both not older than 3 months, showing your name and address.

Alternatively, a copy of your Aadhar card or driving license (address must match).

These documents may require notarization and, potentially, legalization.

Curriculum Vitae (CV) / Resume: A detailed CV outlining your educational background, professional experience, and qualifications.

This supports your suitability for a director role and potential work permit applications.

Photographs: Recent passport-sized photographs (typically 2x2 inches with a white background), as per Thai specifications.

For the Indian Parent Company If an Indian company is establishing a Thai subsidiary, these documents from the Indian parent are critical and require a multi-step certification process for recognition in Thailand.

Certified Copy of Certificate of Incorporation: Proof of the Indian parent company's legal existence, issued by the Registrar of Companies (RoC) in India.

Requires notarization, MEA attestation/apostille in India, and final legalization by the Royal Thai Embassy/Consulate in India.

Certified Copy of Memorandum of Association (MOA) and Articles of Association (AOA) of the Indian Parent Company: Documents defining the Indian parent company's objectives, powers, and internal regulations.

Board Resolution Authorizing Thailand Company Registration: A formal resolution from the Indian parent company's Board of Directors.

It must explicitly authorize the establishment of the Thai subsidiary, state its name, registered capital, and appoint individuals as directors/representatives.

Also requires notarization, MEA attestation, and Thai Embassy legalization.

Power of Attorney (PoA): If a representative (e.g., a lawyer) will sign documents on behalf of the Indian parent company or directors in Thailand, a notarized and legalized PoA is essential.

This grants specific authority for the registration process in Thailand.

The Memorandum of Association and Articles of Association (for the Thai Company) These are core foundational documents drafted specifically for your new Thai company, usually with local legal assistance.

Memorandum of Association (MOA): The fundamental constitutional document of your Thai company, filed with the DBD.

Must specify the company's reserved name, registered office province, comprehensive business objectives, registered capital amount, and details of the three promoters.

Must be drafted in Thai (with an English translation for reference) and signed by the promoters.

Articles of Association (AOA): These are the internal rules governing the company's operations, management, and shareholder/director rights.

Covers provisions on meetings, director powers, dividend distribution, and share transfers.

Approved during the Statutory Meeting and can be standard or custom-drafted.

Proof of Capital Investment and Bank Statements Proof of initial capital subscription is required, though full payment upfront isn't always mandatory.

Bank Statement/Certificate from Thai Bank: A statement or letter from a Thai bank confirming that at least 25% of the registered capital has been paid up by the shareholders into the company's account.

For capital over THB 5 million, additional bank certification of the director's receipt of paid-up capital might be needed.

Proof of Source of Funds (for Thai Shareholders): If Thai shareholders are involved, the DBD may request proof of their source of funds for contributions.

This is to prevent nominee shareholders and can include bank statements (at least 6 months) or bank letters confirming financial status.

Details of Proposed Business Activities: A clear, comprehensive list of all intended business activities for your company.

This helps in drafting the MOA objectives and identifying if a Foreign Business License or other permits are necessary.

Company Registration Process in Thailand Registering a company in Thailand involves several key steps: Step 1: Reserving a Unique Company Name with the DBD Your first task is to reserve a unique company name through the Department of Business Development (DBD) portal.

The proposed name must not be identical to or too similar to any existing registered company.

You can submit up to three name choices in order of preference.

The name reservation is typically approved within 1–3 working days and remains valid for 30 days.

Step 2: Filing the Memorandum of Association (MOA) After name approval, you must prepare and file the MOA with the DBD.

The objectives of the company should align with the intended business activities.

The amount of registered capital and the number of shares.

Names, addresses, and shareholding details of at least three promoters (for a private limited company ).

Once filed, the MOA lays the foundation for the company’s legal existence.

Step 3: Holding a Statutory Meeting and Appointing Directors After the MOA is approved, the promoters must convene a statutory meeting.

This is a mandatory step and includes: Approval of the Articles of Association (the company’s internal rules and governance structure).

Appointment of one or more directors and the company’s auditor.

Approval of any expenses incurred during the setup process.

Allocation and agreement of shareholding among the promoters and shareholders.

Step 4: Opening a Thai Bank Account and Depositing Capital Next, you must open a corporate bank account in Thailand under the company’s name.

A bank account is required to deposit the registered capital, which must be paid up in full (or partially, based on ownership structure and legal requirements).

Foreign shareholders may need to submit Foreign Exchange Transaction Forms (FETs) if transferring funds from abroad.

The bank will issue a certificate as proof of capital deposit, which will be used in later stages.

Step 5: The Final Registration with the Ministry of Commerce After fulfilling the previous steps, you submit the incorporation documents to the DBD for final approval.

This includes: MOA, Articles of Association, shareholder list, director details, and capital deposit proof.

Once approved, you’ll receive your Company Registration Certificate and Company Affidavit, confirming legal incorporation.

Your company will also receive a 13-digit company registration number, used for all government interactions.

This step formally establishes your company as a legal entity in Thailand.

Step 6: Registering for VAT and Corporate Income Tax After incorporation, you must comply with Thailand’s tax regulations.

VAT Registration: Required if annual revenue is expected to exceed THB 1.8 million.

The application must be filed within 30 days of reaching the threshold or starting operations.

Corporate Income Tax (CIT): You must register your company with the Revenue Department to obtain a Tax Identification Number (TIN) and meet monthly and annual filing obligations.

Social Security: You may also need to register for Social Security if hiring employees, and obtain any necessary business licenses based on your industry.

Costs for Thailand Company Registration The total cost for company registration in Thailand can range from THB 80,000 to THB 200,000+ (approx.

₹210,000 to ₹525,000+), depending on factors like company structure, registered capital, and the need for a Foreign Business License or BOI promotion.

Below is a detailed breakdown of potential government, professional, and ongoing fees.

Category Item Estimated Cost (THB) Estimated Cost (Rs.) Notes Government Fees (DBD) Company Name Reservation 200 to 500 526 to 1,315 To reserve your desired company name with the Department of Business Development (DBD).

Memorandum of Association (MOA) Filing Fee 500 to 25,000 1,315 to 65,750 Calculated at THB 500 per THB 100,000 of registered capital, with a minimum of THB 500 and a maximum of THB 25,000.

Company Registration Fee (DBD) 5,000 to 100,000 13,150 to 263,000 Calculated at 0.05% of registered capital (for capital up to 500,000 THB), minimum THB 5,000.

For higher capital, the rate may change, with a maximum of THB 100,000.

Statutory Meeting Registration Fee Included in the company registration fee Included in the company registration fee No separate fee, but the minutes and documents are part of the main registration.

Licenses & Permits (Government) VAT Registration Free (Application) Free No direct government fee for application, but professional assistance may incur costs.

Required if projected annual turnover exceeds THB 1.8 million.

Corporate Tax ID Application Free Free Automatically issued upon company registration.

Foreign Business License (FBL) (if applicable) 20,000 to 250,000 52,600 to 657,500 Required if your foreign-majority company operates in a restricted FBA List 2 or List 3 business and doesn't have a BOI promotion.

However, professional fees for preparing the extensive business plan are significant.

Work Permit Application Fee 750 (3 months) to 3,000 (1 year) 1,972 to 7,890 Per person, per application/renewal.

Professional Fees (Consultants/Lawyers/Accountants) Legal & Company Registration Services 30,000 to 100,000+ 78,900 to 263,000+ This is the most significant cost.

Includes drafting MOA/AOA, handling DBD submissions, liaison, and general advice.

Highly variable based on complexity and firm reputation.

Accounting Setup Services 5,000 to 15,000 13,150 to 39,450 Initial setup of the accounting system.

BOI Application Assistance 100,000 to 350,000+ 263,000 to 920,500+ For preparing the detailed business plan, financial projections, and representing you during the BOI application and interview process.

It can be a substantial investment due to complexity.

Foreign Business License (FBL) Application Assistance 50,000 to 100,000+ 131,500 to 263,000+ For preparing the FBL application, business plan, and assisting with submissions.

Document Legalization & Translation 5,000 to 20,000+ 13,150 to 52,600+ Costs for notarization, MEA attestation (in India), and legalization by the Thai Embassy in India for your Indian corporate and personal documents, plus certified Thai translations.

Power of Attorney (PoA) Preparation 1,000 to 2,000 2,630 to 5,260 If you authorize someone to act on your behalf.

Registered Office Service 5,000 to 18,000 per year 13,150 to 47,340 per year If you don't have your own physical office, you'll need to use a service provider.

Initial Visa Application (Non-B Visa) Varies by country/consulate Varies by country/consulate Costs incurred in India for your initial business visa.

Annual Compliance & Maintenance Expenses Annual Accounting & Tax Filing Services 20,000 to 100,000+ per year 52,600 to 263,000+ per year For bookkeeping, financial statement preparation, corporate income tax filing, and VAT filings (if applicable).

Varies by company size and transaction volume.

Annual Audit Fee (Mandatory for most) 10,000 to 80,000+ per year 26,300 to 210,400+ per year Mandatory for all limited companies.

Varies by company size and complexity.

Social Security Contributions (Employer's share) ~5% of an employee's salary (max THB 750/month per employee) ~1,972/month per employee (max) Employer's mandatory contribution to the social security fund for employees.

Visa & Work Permit Renewals 750 to 3,000 per year (per person) 1,972 to 7,890 per year (per person) Ongoing cost for foreign employees.

Office Rent & Utilities Highly variable Highly variable Depending on location (e.g., Bangkok CBD vs.

provincial), size, and usage.

Legal Retainer (Optional) 10,000 to 50,000+ per year 26,300 to 131,500+ per year For ongoing legal advice and compliance support.

Note: The exchange rate between the THB and INR fluctuates regularly.

As of now, 1 Thai Baht is approximately equal to Rs.

2.64.

However, rates may vary based on market conditions and currency conversion fees.

Important Considerations for Your Thailand Company Registration Cost: Registered Capital: Higher capital increases government fees and affects the THB 2 million requirement for foreign work permits.

Location: Bangkok has higher professional fees and office rents than provinces like Chiang Mai or industrial zones.

Visas and Work Permits for Indian Entrepreneurs and Staff Operating your business in Thailand requires a proper immigration status.

Minimum Capital for Foreign Work Permits: The standard minimum registered capital is THB 2 million to qualify for work permits for foreign employees, including owners.

Additional Capital for Multiple Foreign Staff: For each extra foreign work permit, an additional THB 2 million in registered capital may be required to regulate the foreign workforce size.

Capital Deposit Requirement: The full capital must be paid and deposited in a Thai bank before applying for work permits, with a bank deposit certificate mandatory for the application.

Impact on Startups and Small Companies: Capital rules significantly affect initial investment planning and cash flow; early budgeting and professional advice are recommended.

Lower Capital for Companies Without Foreign Staff: Companies hiring only Thai employees can register with lower capital but must still meet minimum thresholds set by the DBD based on business type and size.

This certificate confirms that your company is legally incorporated under Thai law and is authorized to operate.

The certificate includes critical details such as: Official company name and registration number.

Date of incorporation and registered address.

Company type and business objectives.

Authorized capital and shareholder information.

Issuing authority details and official DBD stamp.

How to Download a Thai Company Registration Certificate?

To download your company registration certificate in Thailand, follow these steps: Visit the DBD official website: Go to the official website of the Department of Business Development (DBD) , which manages company registrations in Thailand.

Ensure you access the correct site to avoid third-party errors.

Navigate to the e-Registration or e-Service section: Look for the section labeled “บริการอิเล็กทรอนิกส์” (e-Service) or “e-Registration” from the main menu.

This is where all digital company registration services are centralized.

Access your registered company profile: Once logged in, navigate to your dashboard and select your registered company from the list.

You’ll see detailed information, including status, directors, and registration data.

Download the certificate in PDF format from the registration summary page: Locate the option to view or print your company registration summary.

You’ll find a download button that allows you to save the official PDF certificate for your records or submission to banks and authorities.

How to Check the Status of a Thai Company Registration Certificate?

Here’s how to check the status of your Thai Company Registration Certificate: Visit the Department of Business Development (DBD) Website: Go to the official DBD portal.

Access the Business Search or Company Registration Status Section: Look for options like “Business Search” or “Company Registration Status.” Enter Company Details: Input your company name or registration number as required.

Submit and View Status: After submitting, you will see the current registration status, such as “Under Review,” “Approved,” or “Registered.” Contact DBD if Needed: For detailed queries or delays, contact the DBD directly via their helpdesk or customer service.