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This resource includes English translations of important parts of Thai laws. It supports our guide on Setting Up a Foundation in Thailand. Excerpts are unofficial and for informational purposes only, not legal advice. Always consult a licensed Thai lawyer for official interpretations. Sources include adaptations from Krisdika (search on krisdika.go.th; the site refuses requests arriving from other websites), Revenue Department guidelines, and academic repositories (verified as of 2023/2024). For full texts, visit official sites.
Table of Contents
Table of Contents
- Section 1: Civil and Commercial Code (CCC), Foundation Establishment and Operations
- Section 2: Revenue Code, Tax Exemptions and Obligations for Foundations
- Section 3: Ministerial Regulations on Foundation Registration (B.E. 2545/2002)
- Section 4: Summary of Proposed Draft Act on Associations and Foundations (2024)
- Section 5: Sources and Additional Resources
Section 1: Civil and Commercial Code (CCC), Foundation Establishment and Operations
These excerpts from the Thai Civil and Commercial Code B.E. 2468 (1925, as amended) discuss foundations. They cover definitions, registration, management, and dissolution in Sections 110-136.
Section 110: Definition of Foundation
A foundation is property appropriated to public charity, religion, art, science, literature, education, or other public benefit purposes, not for profit-sharing among individuals.
Section 114: Objectives and Registration
The objectives of the foundation must be clearly stated, lawful, and for public benefit. Registration requires approval from the registrar, with details of assets, board, and rules.
Section 115: Board of Directors
A foundation must have a board of at least three directors responsible for management. Directors must act in accordance with the foundation’s objectives and Thai law.
Section 118: Management of Assets
Assets must be managed solely for the foundation’s objectives and cannot be used for personal gain or profit distribution.
Section 120: Annual Reporting
The board must submit annual reports on activities, finances, and progress toward objectives to the registrar.
Section 131-136: Dissolution
Section 130: a foundation is dissolved on a ground in its regulations, at the end of a fixed term, when its object is achieved or becomes impossible, on bankruptcy, or by court order. Section 131: the registrar, the public prosecutor or an interested person may ask the court to dissolve it for unlawful objects or acts, danger to public peace or national security, or inability to continue or two years of inactivity. Section 134: remaining assets go to the public-benefit body named in its regulations or chosen by the court, never to the founders, and vest in the State if the court dissolved it for unlawful objects or acts. Penalties apply for misuse or non-compliance.
Section 2: Revenue Code, Tax Exemptions and Obligations for Foundations
The following summarizes the parts of the Thai Revenue Code (updated to 2024) that govern the taxation of non-profit foundations.
Section 47: Tax Exemptions for Public Benefit Organizations
Income from donations, membership fees, and activities that help the public is not taxed. This is true if the foundation meets the requirements and follows the reporting rules.
Section 49: Tax on Other Income
Business-related income is taxed at 2%, and other income (e.g., investments) at 10%. Non-compliance may result in full corporate tax rates (up to 20%) and penalties. Foundations must register for tax within 60 days of establishment.
Section 3: Ministerial Regulations on Foundation Registration (B.E. 2545/2002)
Key provisions from the Ministerial Regulation issued under the CCC, governing capital, application, and oversight (issued by the Ministry of Interior).
Capital Requirements
Minimum fund set by the Ministry of Interior (not by the Ministerial Regulation itself): 500,000 THB in cash, or at least 250,000 THB in cash with other property bringing the total to 500,000 THB; 200,000 THB for foundations for social welfare, education, sport, religion, disaster relief, drug or AIDS treatment and prevention, or those founded by a State agency (Department of Provincial Administration public service manual). Funds must be deposited in a Thai bank and used only for foundation objectives.
Application Process
Submit to the local registrar with documents including objectives, asset lists, board details, and rules. The official service time is 30 days, about 60 where another agency must be consulted on the name, objects or emblem. The registrar may order corrections within 30 days and refuses registration for unlawful or dangerous objects; a refusal can be appealed to the Minister of Interior within 30 days (Civil and Commercial Code section 115).
Ongoing Compliance
By the end of March each year, an activity report, auditor-certified accounts and the year’s board minutes go to the registrar (Ministerial Regulation B.E. 2545, clause 13). The Department of Provincial Administration oversees activities to ensure non-profit status.
Section 4: Summary of Proposed Draft Act on Associations and Foundations (2024)
This is a summary of the draft bill. It has not been enacted as of 2025. This bill is based on proposals from the Ministry of Interior made in October 2024. It aims to regulate NGOs more strictly.
Key Provisions
Mandatory registration for all associations and foundations; unregistered groups may be banned with criminal penalties. Requires at least 30 members; allows inspections without warrants; permits dissolution for actions “contrary to public morality” or threatening “national security.” Burdensome reporting on foreign funding, with thresholds set by ministerial announcement.
Potential Impacts
May restrict legitimate charitable activities; criticized for potential violations of international human rights standards (e.g., freedom of association under ICCPR).
Section 5: Sources and Additional Resources
- Krisdika.go.th (Official Thai Laws, including CCC) (search on krisdika.go.th; the site refuses requests arriving from other websites)
- Revenue Department (Tax Guidelines for Non-Profits)
- Department of Provincial Administration (Foundation Registration)
Disclaimer: These excerpts are simplified translations. For personalized advice on setting up a foundation, contact ThaiLawOnline.
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