Quick Guide: Business Setup for Foreign Investors in Thailand

Business Entity Options for Foreign Investors

Business Type	Foreign Ownership	Key Requirements	Notes
Thai Limited Company (Thai-Majority)	Up to 49%	2+ shareholders, no FBL needed	Most common, avoids foreign status
Thai Limited Company (Foreign-Majority)	Over 49% to 100%	FBL needed, THB 2–3M capital	BOI promotion can bypass FBL
Branch Office	100%	FBL needed for restricted activities	Parent company liable for debts
Representative Office	100%	No revenue, THB 2M capital	Easier work permits, no corporate tax
BOI-Promoted Company	Up to 100%	Must fit BOI sectors	Tax perks, land ownership allowed
Treaty of Amity (U.S. only)	100% (U.S. only)	Must meet U.S. ownership ratios	Exempt from most FBL restrictions

Company Registration: 8 Essential Steps

1. Name Reservation: Submit 3 names to DBD.

2. Memorandum of Association (MOA): Declare key company info.

3. Statutory Meeting: Finalize bylaws, elect directors.

4. Incorporation: Submit full documents to DBD.

5. Tax & VAT Registration: Register within 60 days.

6. Social Security: Register if hiring employees.

7. Bank Account: Open with company documents.

Foreign Business License (if required): Apply if in restricted industries.

Visa & Work Permit: Fast Facts

• Non-B Visa: Standard entry for business setup.

• Work Permit: Requires THB 2M capital + 4 Thai staff per foreigner.

• Exceptions:

  • BOI companies: No ratio/capital requirement.

  • Branch & Rep Offices: 1 Thai staff per foreigner.

  • SMART Visa: No work permit needed, high qualification required.

  • LTR Visa: 10-year option for high-potential foreigners.

Capital & Ownership Rules

• Minimum THB 2M capital for foreign-owned companies.

• 2 shareholders minimum at setup.

• Thai nominee shareholders are illegal and risky.

Certain sectors (like retail/wholesale) may require up to THB 100M.

Tax Basics

• Corporate Tax: 20% (lower rates for small businesses).

• VAT: 7%, required if revenue exceeds THB 1.8M/year.

• Withholding Tax: 3%–15% depending on payment type.

• Social Security: 5% salary contribution by both company and employee.

Foreign Ownership Restrictions

• List 1 (Prohibited): e.g., land trading, news media.

• List 2 (Highly Restricted): e.g., transport, firearms.

• List 3 (Restricted): e.g., restaurants, consulting, IT.

Manufacturing: Generally open to 100% foreign ownership.

Employment & Labor

• Written Thai contracts recommended.

• Minimum wages: Vary by province (e.g., THB 372–400/day).

• Severance pay required by law.

• Foreigners restricted from certain manual and professional jobs.

Key Risks & Mistakes to Avoid

• Using illegal Thai nominees.

• Ignoring visa, tax, or labor compliance.

• Underestimating capital needs.

• Poor financial or legal record-keeping.

• Misunderstanding cultural and language barriers.

Book a free consultation with us to share your business ideas for Thailand, and we will guide you from there.