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Company registration in Thailand: procedure and costs in 2026

Company registration in Thailand: Bangkok's business district with glass office skyscrapers under a clear sky

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Updated: October 4, 2026
What changed: The DBD procedure was updated from August 1, 2026: confirmation of investments and movement of funds when paying for shares. Registration fees, conditions for foreign ownership, and BOI tax incentives have been clarified.

Company registration in Thailand is open to foreigners, but the right structure is chosen based on the actual business activity, the makeup of the owners, and the required permits. A Thai majority is a separate option, while full foreign ownership is possible under suitable legal conditions. An investment promotion program does not open this route to every project.

Share ownership, the right to work, and immigration status are considered separately. If you plan to run the business on site, questions of work visas and work permits should be included in your preparation alongside the company documents. General context will help you understand the section working and doing business in Thailand.

Current as of the update date. Below we cover choosing partners, checks on investments, the difference between capital and expenses, banking services, and the tax calendar. This material is for information only: conditions may change, so we recommend confirming your scenario with a Thai lawyer and accountant.


Foreign ownership: when a Thai-majority structure applies

Start with the business activity: what the company will sell, what services it will provide, and where it will operate. Registering a legal entity and the right to conduct the chosen business are different questions. The wording in the application must match the company’s actual operations.

A private limited company (Thai Limited Company) does not mean the same ownership structure for every project. A Thai-majority scenario must be assessed together with the restrictions of the Foreign Business Act (FBA), industry-specific conditions, and the required permits.

The numerical benchmark comes from a guide for investors published by the Thailand Board of Investment in 2014: in business activities that the Foreign Business Act reserves for Thai nationals, foreign participation is generally permitted for no more than 49% of the shares. According to the same guide, a company registered in Thailand is considered foreign if foreign nationals or foreign companies hold half or more of its share capital. The guide was published in 2014, so the current conditions for your project should be confirmed with a lawyer.

Route Who it suits What is considered What conditions to check
Company with a Thai majority Businesses with real Thai partners Shares, contributions, and management Permissibility of the activity and additional permits
Foreign ownership in permitted activities Projects for which this structure is permitted Actual activity and foreign participation Applicable restrictions and industry requirements
BOI investment promotion Projects that meet the program’s conditions Activity, investments, and requested incentives Category and certificate conditions
Foreign Business License (FBL) Projects for which the licensing route is being considered Ability to conduct a specific activity Availability of the license and its conditions
Treaty of Amity with the United States Qualifying American owners Ownership under a special treaty route Owner qualification and sector exceptions

Having foreign clients alone does not prove that restrictions have been lifted. A formal distribution of shares also does not guarantee control over the business: powers and decisions require separate assessment.

If you are still comparing ideas, see business options for foreigners. Then prepare a description of your specific project to discuss the legal structure.


Shareholders, director, and real partners

A shareholder holds a stake in the capital, the director manages the company, and an authorized signatory signs documents within their powers. These roles may overlap, but they cannot be treated as interchangeable. At the preparation stage, agree on who makes decisions and who represents the company before the bank.

Discuss with partners the real contributions, share distribution, management powers, and the procedure for resolving disagreements. Requirements on the number of participants, board composition, and a foreign director are checked for the chosen structure; a universal number of Thai founders does not apply here.

A sham shareholder does not replace a real partner. If participation exists only on paper to get around restrictions, a formal entry in the register does not make such a scheme safe.

According to a legal firm’s explanation (RWT Law), violating Section 36 of the Foreign Business Act may result in imprisonment of up to three years and a fine of 100,000 to 1,000,000 baht or both. This describes possible liability, not a promise of the same outcome in every case. One cannot infer from it an automatic freeze of an account or an inevitable revocation of a work permit.


DBD checks: what has changed since August

According to a legal portal’s explanation (ThaiLawOnline), since August 1, 2026 Order No. 2/2569 is in effect, revoking Orders No. 2/2568 and No. 1/2569. Therefore, the revoked orders cannot be used as a standalone description of the current rules of the Department of Business Development (DBD).

The same portal describes bank statements for three months before subscribing for shares, showing debits that match the contribution. The count is tied specifically to the share subscription, not to an arbitrarily chosen payment date.

The legal consultant (AIM Bangkok) also mentions an investment explanation letter for new registrations under the procedure in question. Another document described is a statement showing the receipt of each shareholder’s payment. Whether these documents apply depends on the specific case.

There is a practical difference here. An account balance shows that money is available, while fund movements help trace a contribution. A balance confirmation and a payment confirmation cannot be treated as one documentary action.

Before transferring money, confirm which documents your application specifically requires. These explanations do not allow one to derive a single template for an investment letter, the exact grounds for review, or a universal capital recipient.


Registered and paid-up capital

Registered capital is the amount reflected in the company’s documents; paid-up capital is the funds actually contributed. A project’s investment capital is considered under the conditions of the relevant program. Legal, rental, and accounting expenses belong to the startup budget, not automatically to capital.

The difference is significant: the amount in the founding documents alone does not confirm payment for shares. For planning, separately record the amount of capital, the procedure for contributing it, and the documents that will confirm the movement of funds.

Procedure What capital is considered Applicability Source
Hiring a foreign employee 2 million baht of fully paid registered capital per foreign employee The described scenario of a company with a Thai majority; not a universal minimum for registration Commercial consultant (Settlr Global)
BOI investment promotion The minimum investment capital for a project is 1 million baht, excluding the cost of land and working capital Unless the list of promoted activities provides otherwise Official BOI guidelines

Do not combine the criteria of different procedures into a single mandatory minimum. Meeting the amount in the table also does not guarantee a work permit or investment promotion.

For a preliminary overview of transfers, see ways to transfer money to Thailand. Assess separately whether a specific method is suitable for contributing corporate capital and obtaining the necessary confirmations.


Documents and registration sequence

The general outline of company registration in Thailand is: preparing the structure, reserving the name, the memorandum of association, and registration through the Department of Business Development (DBD). Filing details depend on the chosen route. Do not start filling in forms while the participants understand the activity and management differently.

Practical preparation sequence:

  1. Describe the activity and choose a suitable ownership option.
  2. Agree on the participants, director, contributions, and signing authority.
  3. Prepare the information needed to reserve the name.
  4. Prepare the memorandum of association and the other application materials.
  5. Determine the applicable investment and financial confirmations.
  6. Organize the filing and separately plan the banking and permit procedures.

To discuss the application, gather information about the participants and director, the activity, the ownership structure, and the address. Add the founding documents and, where applicable, the investment letter and financial confirmations. This is a working checklist for preparation, not a complete official package.

The legal consultant (AIM Bangkok) mentions an investment explanation letter for new registrations under the procedure in question. Its content and applicability should be agreed for the specific application, without assuming a single standard form.

According to a legal portal (Global Law Experts), since July 1, 2026 in-person acceptance of registration documents for legal entities has been discontinued, and filing has moved to the DBD electronic system. Electronic filing does not mean that identification, signing, and banking services will also be fully remote.


Government fees, timelines, and startup budget

According to a commercial reference from the service (Justenda), registering a private limited company costs 5,000 baht, with memorandum registration listed separately at 500 baht. The source describes separate fixed fees, not a fee per million of capital. Confirm the current cost before filing: a commercial reference does not replace the official fee schedule.

The cost of registering a company in Thailand is not the same as the full business budget. Ask the provider to break down the estimate into clear line items.

Item What to include in the calculation
Government fees Registration payments and applicable additional procedures
Legal support Document preparation, filing, and responses to queries
Capital Funds that must be contributed and verified
Bank deposit Requirement of the chosen bank, if applicable
Rental Premises and related contractual expenses
Salaries Costs for the agreed staff
Accounting Bookkeeping and reporting preparation
Audit The separate cost of necessary audit services
Visa and work procedures Preparation and processing of the relevant applications

For unknown costs, get proposals tailored to your scenario. A single first-year total cannot be assessed without the list of services and an operating plan.

Also separate the timelines: document preparation, application review, account opening, and additional permits are different stages. In a support agreement, it is useful to specify which result completes each stage and what depends on the applicant, the bank, or the agency.


Corporate bank account

A corporate account is a separate startup procedure. Its opening must be coordinated with the registration and the confirmation of investments, but a universal sequence cannot be set for all companies. Before planning your trip, discuss the requirements with the chosen bank.

According to a legal consultant (Gentle Law), when opening a corporate account, banks require the authorized director to be physically present to sign documents and for identification. The requirements of the chosen bank and branch should be checked separately.

Prepare questions for the bank:

  • Who must be present and sign the documents?
  • What company documents are required?
  • What confirms the business activity and address?
  • What requirements apply to the status of a foreign director?
  • Is a deposit required, and what are the account conditions?
  • What remote transactions are available after opening?

A founder’s personal account and a corporate account serve different purposes. Having a personal account does not confirm the bank’s readiness to serve the company.

A related guide on personal bank account for foreigners can help with personal banking. It does not replace the requirements for a corporate account; discuss the documents, signatories, and transaction conditions separately.


BOI investment promotion: ownership and incentives

The Thailand Board of Investment (BOI) reviews investment projects under the program’s conditions. Registering a company by itself does not mean receiving promotion. First, the activity, investments, and expected incentives need to be matched with a suitable category.

Different participation conditions are described in the official guidelines of the Thailand Board of Investment. For the cases provided for, there is no restriction on the foreign share; for the relevant project category, Thai participation at least 51% of the registered capital. Therefore, promising full foreign ownership to every applicant is incorrect.

According to the same official guidelines, the maximum period of corporate income tax exemption under the available instruments reaches 13 years. This is a conditional benefit: the maximum period is not granted to every project.

Among the available incentives is permission to own land under investment promotion. It does not mean an automatic right to any plot of land.

Ask the consultant to explain which category suits the project and which conditions are set out in the certificate. The decision should rest on actual activity and the content of the promotion, not only on the desired ownership share.


Treaty of Amity with the United States

The Treaty of Amity with the United States is a special route for qualifying American owners. Speaking Russian or living in Thailand does not make it a generally available alternative.

According to a legal consultant (Khonsu Legal), the route allows American owners who meet the conditions to hold 51% to 100% of the shares of a Thai company in most sectors. The phrase “in most sectors” matters: sector exceptions must be considered separately.

The same consultant lists the fees:

  • 2,000 baht upon filing the application — a non-refundable fee;
  • 20,000 baht upon issuance of the certificate.

Confirm the current cost before applying. These payments relate to the treaty route and do not replace the company’s own registration fees.

Do not attribute to the treaty the tax holidays of the BOI investment program or an automatic right to own land. If a project can be considered under different routes, compare the ownership conditions, permits, and incentives separately.


Work visa and work permit

A company may be part of preparing to work in Thailand, but its registration does not automatically resolve questions of work and stay. The Non-B work visa category, the work permit, and extension of stay are considered separately. Owning shares cannot be treated as a substitute for these procedures.

The commercial consultant (Settlr Global) describes a scenario of a company with a Thai majority:

  • 2 million baht of fully paid registered capital per foreign employee;
  • and four Thai employees, registered with social security, for one foreign work permit.

This describes a specific scenario, not a comprehensive rule for all applicants. Meeting the numerical conditions does not guarantee the issuance of a permit and does not set a universal minimum for registration.

If you plan to work in your own company, include the position, the nature of the work, and the planned staff in your preparation. It is better to discuss capital and the staffing plan together, so that the registration structure matches future operations.

Specialized guides can help you understand obtaining a work visa and a work permit for foreigners. Treat them as separate parts of preparing to work.


Taxes, accounting, and compliance calendar

The standard corporate income tax is 20% of net profit: the rate is stated on the official page of the Thailand Revenue Department. Special regimes and investment incentives are considered separately. The reference page contains outdated application periods, so it cannot be used to automatically determine all conditions for special regimes.

Discuss accounting, reporting, and audit applicability with an accountant before operations begin. For the working calendar, agree on the company’s obligations, the responsible persons, and the documents that must be provided for preparing reports.

Obligation Deadline or condition Attribution
Annual shareholders’ meeting of a private company No later than four months after the end of the financial year “Vetrov and Partners”
Annual corporate income tax return (PND 50) Within 150 days after the end of the accounting period Tax consultant (Act And Align Advisor)
VAT registration If revenue exceeds 1.8 million baht Tax consultant (Act And Align Advisor)
VAT return filing (P.P.30) By the 15th day of the following month Tax consultant (Act And Align Advisor)

For the VAT threshold, this table does not specify the revenue calculation period or the deadline for the registration itself; applicability to the company’s activity should be reviewed with an accountant.

The company’s taxes and the founder’s taxes are separate obligations. For personal questions, see Thailand’s tax system for expats. Legal support can be recommended for choosing a structure, but this does not mean a lawyer must be engaged for every registration.


Frequently Asked Questions ❓

Can a foreigner own 100% of a company in Thailand?

Yes, such a structure is possible in the cases provided for, depending on the activity and applicable restrictions. BOI does not guarantee full foreign ownership for every project. The Treaty of Amity with the United States is available to qualifying American owners; licensing options are considered separately.

How many Thai nationals are needed to register a company?

A universal number of Thai founders cannot be stated: the national composition and shareholdings depend on the activity and the legal route. The number of shareholders, requirements for Thai participation, and staffing for a work permit are different questions. Agree on the composition of participants and directors for your structure.

What is the minimum registered capital?

There is no single amount for all companies with foreign participation. For the described hiring scenario, the commercial consultant (Settlr Global) cites 2 million baht of fully paid registered capital per foreign employee. The Thailand Board of Investment (BOI) guidelines separately set a minimum investment capital for a project of 1 million baht, excluding the cost of land and working capital, unless the activity has different provisions.

Sham participation to get around restrictions cannot be considered a lawful substitute for a real partnership. According to a legal firm (RWT Law), violating Section 36 of the FBA may result in imprisonment of up to three years, a fine of 100,000 to 1,000,000 baht, or both. No automatic consequences for an account or work permit follow from this description.

How much does it cost to open a company and how long does it take?

According to a commercial reference from the service (Justenda), registration costs 5,000 baht, with memorandum registration listed separately at 500 baht. This is not the full startup budget; confirm the current cost before filing. Agree on the timeline for the specific route, separately accounting for preparation, review, the bank, and additional permits.

What has changed in DBD rules since 2026?

According to a legal portal (ThaiLawOnline), since August 1, 2026, Order No. 2/2569 is in effect, revoking Orders No. 2/2568 and No. 1/2569. The explanation describes bank statements for the three months before the share subscription showing debits matching the contribution. The consultant (AIM Bangkok) also mentions an investment letter for new registrations and a statement showing the receipt of each shareholder’s payment; applicability depends on the case.

What is the corporate tax in Thailand?

The Thailand Revenue Department lists a standard rate of 20% of net profit. Special regimes and investment incentives are considered separately. According to the official BOI guidelines, the maximum period of tax exemption reaches 13 years, but such an incentive is not guaranteed to every project.

Conclusion

Begin registering a company in Thailand by describing the business activity and choosing a lawful ownership structure. Then agree on the roles of the partners, prepare the founding documents and confirmations of investments, calculate costs, and arrange banking services. Include questions of work, stay, and accounting in your preparation separately.

Capital, registration payments, and support costs are different components. Discuss your scenario with a Thai lawyer and accountant, and request an estimate that separates payments from services, as well as the document preparation procedure and the compliance calendar after launch. This will help assess the scope of work before filing the application.

Rules and conditions may change; this material is current as of the update date and does not replace individual legal or tax advice.

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