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 le 5 septembre 2026
A billet à ordre (ตั๋วสัญญาใช้เงิน, tua sanya chai ngoen, sometimes tua sanya chai ngern) is a written instrument by which the maker promises unconditionally to pay a fixed sum of money to a named payee or to the payee’s order, on demand or at a stated date (Section 982 of the Code civil et commercial). It is a negotiable instrument rather than an ordinary contract: it can be transferred by endorsement, and the holder sues on the document itself without proving the underlying deal. Foreigners meet it when lending to a Thai business or when a developer offers one instead of a refund.
Table des matières
What Section 983 requires for a valid note
Seven particulars. A promissory note must contain the words “promissory note”, an unconditional promise to pay a definite sum, the date of payment, the place of payment, the name of the payee, the date and place of issue, and the maker’s signature (Section 983). A document missing one of these is not a promissory note, with the relief in Section 984 that a note without a maturity date is payable on sight. Interest is capped like any loan at 15% per year (Section 654). A third party may guarantee payment by writing an aval on the note (Section 985), which binds him like the maker.
Stamp and prescription. The Revenue Code imposes a 3 baht stamp duty on each note, payable by the maker; an unstamped note cannot be produced in evidence until the duty and a surcharge of up to six times the duty are paid. A claim against the maker must be brought within three years of the maturity date (Section 1001); claims against endorsers are shorter still. The ordonnance rules apply strictly, and an expired note leaves the holder to sue on the underlying debt, if he can prove it.
Practical points for a foreigner holding or signing one
As lender. A promissory note is the cleanest evidence of a loan: it satisfies the written evidence rule for loans over 2,000 baht (Section 653), can be sued on in a few months under the small claims procedure if the sum is 300,000 baht or less, and can be endorsed to a collection agency. Insist on a maturity date, a place of payment in Thailand and a signature matching the maker’s passport or ID card. Keep the original; a copy is not a negotiable instrument.
As maker. A director asked to sign a note for the company’s debt should check whether he signs for the company or in his own name, because an unqualified signature is personal. A buyer offered a developer’s note in place of a cash refund is taking unsecured credit risk. The guide on billets à ordre en Thaïlande covers the drafting details.
Promissory note, loan agreement and cheque compared
| Fonctionnalité | Promissory note | contrat de prêt |
|---|---|---|
| Nature | Negotiable instrument, one signature | Two party contract |
| Transfert | By endorsement and delivery | By assignment with notice to the debtor |
| Limitation against the debtor | 3 years from maturity | 10 ans |
| Garantie | Aval on the note | Contrat de cautionnement distinct |
Le contrat de prêt remains the better tool where the parties need conditions, instalments and security; the note is better where the creditor wants a document that can be enforced quickly or passed to someone else. A dishonoured cheque, unlike a defaulted note, can lead to prosecution under the cheque offences law.
Foire aux questions
Is a promissory note legally binding in Thailand?
Yes, if it contains the seven particulars required by Section 983 of the Civil and Commercial Code, including the words promissory note, an unconditional promise to pay a fixed sum, the payee’s name and the maker’s signature, and if the 3 baht stamp duty has been paid. The holder can sue on the note without proving the underlying transaction.
How long is a promissory note valid in Thailand?
The holder has three years from the maturity date to sue the maker (Section 1001). For a note payable on demand the period runs from the date of issue. After that the note is time barred, although the underlying debt may still be claimed within its own limitation period if it can be proved separately.
Can a foreigner issue or hold a promissory note in Thailand?
Yes. The Civil and Commercial Code does not restrict makers or payees by nationality, and notes in favour of foreign lenders are common in business loans. Interest cannot exceed 15% per year, and a note between a foreigner and a Thai company is enforced in the ordinary civil courts like any other.
Voir aussi : contrat de prêt, Suretyship and guarantee, Prescription (limitation periods), Loan agreement in Thailand ET Promissory note in Thailand: law, uses and risks.
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