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Company formationAsia

Thailand company formation for foreign founders

A Thai private limited company is registered with the Department of Business Development by at least two promoters and can be majority foreign-owned only within the limits of the Foreign Business Act. As of November 2026, a company with half or more foreign shares needs at least THB 2 million in capital, and corporate income tax is 20%.

Updated

Key facts

Legal form
Private limited company, registered with the DBDAs of 3 November 2026 · [23]
Promoters
At least 2As of 3 November 2026 · [23]
Par value and payment
At least THB 5 per share; at least 25% paid before registrationAs of 3 November 2026 · [23]
Company treated as foreign (Foreign Business Act, s. 4)
Half or more of the shares held by foreignersAs of 3 November 2026 · [22]
Minimum capital of a foreign company (s. 14)
THB 2 million; THB 3 million for activities that need permissionAs of 3 November 2026 · [22]
Restricted activities
3 lists: List One closed, Lists Two and Three only with permissionAs of 3 November 2026 · [22]
Corporate income tax
20% of net profitAs of 3 November 2026 · [20]
Corporate tax return
Within 150 days of the year-end, after a half-year prepaymentAs of 3 November 2026 · [20]
Withholding tax on dividends
10%As of 3 November 2026 · [20]
VAT registration threshold
Turnover above THB 1.8 million a year; 7% standard rateAs of 3 November 2026 · [21]
Audited financial statements
To shareholders within 4 months of the year-end; to the DBD within 1 month of approvalAs of 3 November 2026 · [24]
Work permit conditions on the employer
THB 2 million of registered capital and 4 Thai employees per work permitAs of 3 November 2026 · [9]
Corporate tax ID
Within 60 days of registrationAs of 3 November 2026 · [9]

Most foreign founders use a private limited company registered with the Department of Business Development (DBD). Two or more promoters sign the memorandum of association, shares have a par value of at least THB 5, and at least 25% of each share is paid before registration. The memorandum and the company can be registered on the same day.

The Foreign Business Act

The Foreign Business Act of 1999 treats a company registered in Thailand as foreign when foreigners hold half or more of its shares. Such a company may not operate the businesses in List One; List Two needs the Minister's permission with Cabinet approval, and List Three a licence from the DBD's Director-General with the approval of the Foreign Business Commission. Its minimum capital is at least THB 2 million, and at least THB 3 million for a business that needs permission under the lists.

The routes the law offers

RouteLegal basisWhat it gives
Thai majority, foreign shares under halfForeign Business Act, s. 4Outside the Act; the DBD asks for bank evidence of each Thai shareholder's investment when foreigners hold under half or a foreigner signs for the company
BOI investment promotionForeign Business Act, s. 12A certificate from the DBD for a List Two or List Three activity, valid while the promotion lasts
Foreign Business LicenceForeign Business Act, s. 8 and 17Permission for a List Three activity from the DBD's Director-General
TreatyForeign Business Act, s. 10Exemption on the terms of a treaty that binds Thailand; the BOI's 2026 guide names the Treaty of Amity for US investors

Directors, staff and work permits

A foreign director who works in the company needs a visa and a work permit. The BOI's 2026 guide lists the usual conditions on the employer: THB 2 million of registered capital and four Thai employees for each work permit. After registration the company obtains its corporate tax ID from the Revenue Department within 60 days.

Redomiciled coordinates the formation with licensed Thai lawyers and accountants, who give the legal and tax advice.

Who it suits

  • Founders with a Thai market

    You will sell to Thai customers or hire locally and need a Thai entity, a tax ID and, once turnover passes the threshold, VAT registration.

  • Investors in promoted activities

    Your project can be promoted by the BOI, which lifts the Foreign Business Act's limits on a listed activity while the promotion lasts.

  • US investors

    The BOI's 2026 guide names the Treaty of Amity as a route for US investors to hold more than 49%.

  • Residents building a base

    You move to Thailand on a long-stay visa and want a company of your own; working in it needs a work permit unless your visa includes one.

How we help in Thailand

Redomiciled coordinates the formation; licensed local agents file it. We start from where the company will trade and bank, and once it exists we introduce it to banking partners whose criteria fit. Formation and account opening are separate steps, each subject to its own checks.

What we do

  1. A structure plan

    The entity we recommend, with what banks will ask of the company, set against where it trades and banks.

  2. Formation through licensed agents

    We prepare the documents with you and coordinate the filing with our local partners.

  3. Banking introductions

    We present the new company to banking partners whose criteria fit it.

  4. Ongoing support

    Reminders for renewals, annual filings and the information banks request at periodic reviews.

Who does what

Redomiciled
Your single point of contact: we plan the structure, keep the timeline and coordinate every party.
Licensed local agents
Form the company in Thailand and file its documents.
Lawyers, accountants and tax advisers
Give legal and tax advice where you need it. We introduce independent professionals, whom you engage directly.
Banks and payment institutions
Open accounts after their own due diligence; an account is never guaranteed.

Scope and fee are agreed with you up front, before any work begins.

Thailand company requirements

  • Two or more promoters

    They sign the memorandum of association; the shares must be fully subscribed before the company is registered.

    Required
  • A reserved company name

    Reserved online with the DBD before the memorandum is filed.

    Required
  • Paid-up share capital

    At least 25% of each share's par value, paid before registration; a foreign company also meets the Foreign Business Act's minimum capital.

    Required
  • A check against the Foreign Business Act lists

    Before the shareholding is fixed, confirm whether the activity is on List One, Two or Three and which route applies.

    Required
  • A licensed auditor

    The yearly financial statements are audited by a licensed auditor before the shareholders approve them.

    Required
  • BOI promotion

    Optional, for projects in promoted activities; it brings a certificate under the Foreign Business Act.

    Depends on your case

Documents

  • Name reservationThe DBD's approval of the company name.
  • Memorandum of associationSigned by the promoters, with the company's objectives, registered capital and shares.
  • Minutes of the statutory meetingAdopting the articles, appointing the directors and calling for payment on the shares.
  • Identity documentsCopies of the identity cards or passports of all promoters and directors.
  • Evidence of Thai shareholders' fundsBank documents for each Thai shareholder when foreigners hold under half of the shares or a foreigner signs for the company.
  • Licence or certificate for a listed activityThe Foreign Business Licence, or the certificate issued on BOI promotion or under a treaty.

Thailand company formation timeline

  1. 1Check the activity against the Foreign Business ActDecide the shareholding and the route, Thai majority, BOI promotion, licence or treaty, before anything is filed.
  2. 2Reserve the nameOnline with the DBD; the BOI's guide notes that an approved name stays reserved for 30 days.
  3. 3File the memorandum and hold the statutory meetingThe meeting adopts the articles, appoints the directors and calls at least 25% of each share; all of it can happen on the day of registration.
  4. 4Register the companyThe directors file the registration with the DBD, with the documents for the shareholding.
  5. 5Tax ID, VAT and licencesObtain the corporate tax ID within 60 days, register for VAT within 30 days of passing THB 1.8 million of turnover, and apply for any licence or certificate the activity needs.
  6. 6Yearly cycleAudited accounts go to the shareholders within four months of the year-end and to the DBD within a month of approval; the corporate income tax return is due within 150 days of the year-end.

Thailand company tax

  • Corporate income tax is 20% of net profit, with reduced rates for small companies as the Revenue Department defines them. The company files its return within 150 days of the end of its accounting period and pays half of the estimated year's tax within two months after the first six months.
  • Dividends paid by a Thai company bear withholding tax at 10%.
  • VAT is 7% on goods and services supplied in Thailand. A business must register before it starts trading or within 30 days of its turnover passing THB 1.8 million a year, and files a return every month by the 15th of the following month.
  • The company's tax position and that of its directors are separate questions: a director who spends 180 days or more in Thailand in a calendar year becomes resident for personal income tax.
  • We are not a law firm or a tax adviser; a licensed Thai accountant confirms the filings that apply to your company.

General information, not tax advice. Your position depends on your circumstances.

Banking fit

  • A Thai company opens its account with its registration documents and the identities of its directors and beneficial owners; under AMLO's rules the bank identifies everyone who ultimately owns or controls the company.
  • The Bank of Thailand's rules allow payments abroad for goods and services, interest, dividends, profits and royalties up to the amount owed.
  • If banking is the main goal, start with our banking assessment.

Corporate Banking

Questions

Can a foreigner own 100% of a Thai company?

Yes, outside the Foreign Business Act's lists and with at least THB 2 million of capital. A listed activity needs a Foreign Business Licence, a BOI certificate or a treaty right; List One stays closed, and List Two requires Thais to hold at least 40% unless the Minister lowers this with Cabinet approval. A Thai lawyer should confirm the list.

How many shareholders does a Thai company need?

At least two promoters found a private limited company with the DBD and sign its memorandum of association. Where foreigners hold under half of the shares, or a foreigner signs for the company, the DBD asks for bank evidence of each Thai shareholder's investment.

What is the minimum capital for a Thai company?

The DBD's rules set a par value of at least THB 5 per share, with at least 25% paid before registration. A foreign company under the Foreign Business Act needs at least THB 2 million, or THB 3 million for an activity that needs permission, and the BOI's guide lists THB 2 million of registered capital per work permit.

When does a Thai company register for VAT?

A business liable to VAT registers before it starts trading, or within 30 days of its turnover passing THB 1.8 million a year. VAT is 7%, and returns are filed every month by the 15th of the following month.

What does a Thai company file every year?

Audited financial statements, approved by the shareholders within four months of the year-end and filed with the DBD within one month of approval; the corporate income tax return within 150 days of the year-end, after a half-year prepayment; and monthly VAT returns if it is registered.

What does BOI promotion change for a foreign-owned company?

Under section 12 of the Foreign Business Act, a company promoted by the BOI in a List Two or List Three activity receives a certificate from the DBD and is exempt from most of the Act while the promotion lasts. The BOI decides which projects it promotes.

  • Residency
    Thailand long-stay visas: LTR, Privilege, DTV and retirementIn Thailand a long stay rests on a visa, each with its own purpose, conditions and reporting duties. As of November 2026 the main routes are the Long-Term Resident (LTR) visa of the Board of Investment, the Thailand Privilege visa, the Destination Thailand Visa (DTV), the SMART S visa and the retirement visas O-A and O-X.

Company formation elsewhere

  • Hong Kong
    Hong Kong company formation for international foundersA Hong Kong private company limited by shares is a separate legal entity that non-residents can own entirely, used for trading, services and holding Asian revenue. Electronic applications normally receive their certificates within an hour, and since 23 May 2025 existing foreign companies can also re-domicile into Hong Kong.
  • Sweden
    Sweden company formation: setting up a Swedish ABA Swedish aktiebolag (AB) is a limited company whose shareholders are not personally liable for its obligations. As of November 2026, a private AB is formed with at least SEK 25,000 of share capital paid in before registration with Bolagsverket, and its profits are taxed at 20.6% for income year 2026.
  • Norway
    Norway company formation: setting up a Norwegian ASA Norwegian aksjeselskap (AS) is a private limited company registered in the Register of Business Enterprises. As of November 2026, it needs at least NOK 30,000 of share capital paid in before registration and pays 22% tax on its profits; any managing director and at least half of the board must live in the EEA, UK or Switzerland.
  • Denmark
    Denmark company formation: setting up a Danish ApSA Danish anpartsselskab (ApS) is a private limited company owned through shares called anparter and registered with Erhvervsstyrelsen. As of November 2026, it needs at least DKK 20,000 of capital, paid in before registration, and its taxable income is taxed at 22%, the rate for 2026.
  • Finland
    Finland company formation: setting up a Finnish OyA Finnish osakeyhtiö (Oy) is a limited company founded by a memorandum of association signed by all its shareholders and registered by PRH. As of November 2026, a private Oy can be formed with EUR 0 of share capital, must be notified within three months of signing, and pays 20% income tax on its profits.
  • United States
    US LLC formation for international foundersA US limited liability company (LLC) is a state-registered company that non-US founders use to invoice clients, hold assets and access US payment rails. A single foreign owner's LLC is disregarded for federal income tax by default, but as of October 2026 it must still file Form 5472 every year.

Related guides

Sources

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  2. Thailand Privilege Card Co., Ltd.: who we are (state enterprise, sole shareholder the Tourism Authority of Thailand), retrieved 2026-11-03
  3. Thailand Privilege: visa membership tiers and their validity, retrieved 2026-11-03
  4. Thailand Privilege: Thailand Privilege Card vs. Long-Term Resident (LTR) visa (work, tax, dependants), retrieved 2026-11-03
  5. Thailand Privilege: rules and regulations, 90-day report for members, retrieved 2026-11-03
  6. Ministry of Foreign Affairs (Royal Thai Embassy, Tokyo): Destination Thailand Visa (DTV), visa sheet of August 2026, retrieved 2026-11-03
  7. Royal Thai Embassy, Helsinki: Destination Thailand Visa (DTV), updated 26 August 2026, retrieved 2026-11-03
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  12. Ministry of Foreign Affairs (Royal Thai Embassy, Tokyo): Non-Immigrant O-X Long Stay 10-year visa, requirements, retrieved 2026-11-03
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  14. Immigration Bureau: notification of staying in the Kingdom over 90 days (read via the web.archive.org copy of 13 September 2024), retrieved 2026-11-03
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  16. Revenue Department: How do foreigners living in Thailand pay tax? (section 41 of the Revenue Code, 2024), retrieved 2026-11-03
  17. Revenue Department Order Por. 161/2566 of 15 September 2023, as amended by Order Por. 162/2566 (Thai), retrieved 2026-11-03
  18. Revenue Department: personal income tax rates from tax year 2017 (Thai), retrieved 2026-11-03
  19. Revenue Department: Personal Income Tax (brackets predate the current table; see the Thai table), retrieved 2026-11-03
  20. Revenue Department: Corporate Income Tax, retrieved 2026-11-03
  21. Revenue Department: Value Added Tax, retrieved 2026-11-03
  22. Foreign Business Act B.E. 2542 (1999), English translation for the Department of Business Development (copy hosted by the BOI), retrieved 2026-11-03
  23. Department of Business Development (DBD): steps and information for establishing a limited company (Thai), retrieved 2026-11-03
  24. Department of Business Development (DBD): manual on filing financial statements and shareholder lists, January 2023 (Thai), retrieved 2026-11-03
  25. Bank of Thailand: exchange control regulation (foreign currency and non-resident baht accounts), retrieved 2026-11-03
  26. Anti-Money Laundering Office (AMLO): Guidelines on Customer Due Diligence for Banks, February 2022, retrieved 2026-11-03

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