Révisé par ThaiLawOnline, un cabinet d'avocats thaïlandais agréé exerçant en Thaïlande depuis 2006. Avocate thaïlandaise en charge du dossier : Wichuda Atthamethakon, LL.M., licence du barreau thaïlandais 3149/2556.
Dernière mise à jour :
A Thai company is useful when the business needs a local employer, contracting party or operating base. Registering one simply because Thailand seems inexpensive is a poor starting point. First establish who will buy from you, which activities the company will perform and whether the proposed ownership is lawful.
The advantages below depend on the business model. For the filing process and documents, use our guide d'enregistrement des entreprises.
Twelve points to weigh before incorporating
1. A local contracting party
A Thai company gives customers, suppliers and landlords an identified business to contract with. Put the correct company name, registration details and authorised signatories on agreements. Incorporation alone does not establish creditworthiness or guarantee a supplier will extend payment terms.
2. A base close to your customers
Being near customers helps when sales depend on demonstrations, delivery, repairs or continuing service. Test demand in the market you intend to serve. Demand among tourists, expatriates and Thai businesses differs, even within the same city.
3. Access to local staff and suppliers
A local operation supports hiring and purchasing in Thailand. Compare the full employment cost, supervision needed and supplier reliability. A low quoted salary or unit price says little about the cost of delivering consistent work.
4. A separate business structure
A limited company separates the business from its shareholders and ordinarily limits their liability to unpaid share capital. Personal guarantees, personal wrongdoing and directors’ duties require separate attention. Do not sign a guarantee on the assumption the company will absorb every risk.
5. A clearer arrangement between founders
Shareholdings and management responsibilities are easier to document before money is committed. Agree who contributes cash, who works in the business, who approves major spending and how a founder leaves. A friendship is not an exit mechanism.
6. A basis for expansion
A company gives the business a continuing structure for staff, contracts and investment. Expansion still requires a budget and a review of each new activity. Permission to carry on one business does not automatically cover another.
7. Possible investment promotion
The Board of Investment offers incentives for qualifying projects. The benefits depend on the approved activity and conditions. Check eligibility with the BOI before treating tax relief or foreign ownership approval as part of your financial plan.
8. Foreign ownership needs its own review
Some activities permit full foreign ownership; others fall within restrictions or require a specific permission or exemption. The Loi sur les entreprises étrangères is part of this analysis, alongside sector-specific rules. A standard shareholding split is not an answer for every business.
9. Thai partners must be genuine investors
Do not buy a registration package offering Thai shareholders who have no genuine stake in the business. Nominee arrangements are prohibited. Review the source of investment funds, real ownership and each shareholder’s role before filing.
10. Work permission is separate
Owning shares does not by itself authorise you to work in Thailand. Review the work you will perform, immigration status and applicable work-authorisation route. Build the required staffing, capital and documentation into the plan rather than discovering them after signing a lease.
11. The annual cost matters more than the registration fee
Budget for accounting, audit, tax filings, payroll administration, licences and professional assistance. Some obligations continue even when revenue is low or the company has not started trading. Ask for a first-year budget and an ongoing annual estimate.
12. Closing the company also takes work
A business which never trades still needs an orderly decision about its future. Dissolution involves formal steps and outstanding obligations. Allow for the cost of closing, and agree who is responsible if the founders stop cooperating.
Decide whether the benefits fit your project
Prepare a one-page description of the proposed activity, customers, ownership, staff, premises and funding. Use realistic revenue and expense assumptions. If the business only works with a nominal shareholder, an unapproved activity or unpaid compliance costs, fix the plan before registering.
For a business ready to proceed, our setup guide covers the next steps. Our practical business planning guide addresses decisions beyond registration, and the Aperçu du droit des affaires explains the legal framework.
Discuss the proposed structure with ThaiLawOnline before committing to shareholders or premises.
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