Legal Advisory Services

Yes, it is possible under specific conditions. While the Foreign Business Act (FBA) generally limits foreign ownership to 49% in most service sectors, 100% foreign ownership can be achieved by obtaining a Foreign Business License or, more commonly, through promotion by the Thailand Board of Investment (BOI) for eligible business activities. The US-Thailand Treaty of Amity also provides special privileges for American citizens. Consulting with a legal expert is crucial to determine the best structure for your specific business.

The first steps are: 1) Reserve a unique company name with the Department of Business Development (DBD). 2) Prepare and file a Memorandum of Association (MOA) which outlines the company's objectives and shareholder details. 3) Hold a statutory meeting to appoint directors and approve the company's articles. 4) Register the company with the DBD. After registration, you must obtain a corporate tax ID and register for VAT if your annual revenue is expected to exceed 1.8 million THB.

There is no legal minimum registered capital for a Thai-majority-owned company. However, for a company to sponsor one work permit for a foreign employee, a minimum registered capital of 2 million THB is required. If a foreign-owned company operates a restricted business under the FBA, the minimum capital is generally 3 million THB. The capital should always be sufficient for the intended business operations.

The general guideline from the Ministry of Labour is a ratio of four full-time Thai employees for every one foreign employee's work permit. This ratio, combined with the 2 million THB capital requirement per work permit, is a key consideration for hiring foreign staff.

Common mistakes include: 1) Not understanding the restrictions of the Foreign Business Act (FBA). 2) Using illegal "nominee" shareholders to bypass ownership limits, which is a criminal offense. 3) Neglecting proper tax planning and VAT registration. 4) Failing to comply with strict Thai labor laws regarding work permits and employee benefits. 5) Relying on verbal agreements instead of professionally drafted written contracts.

A consultation is a single session designed to provide analysis, legal opinion, and actionable advice on a specific issue or set of questions, based on our fixed-fee structure. Retaining a lawyer for a project involves a broader scope of work, such as handling the entire company registration process or managing due diligence for an acquisition. This is typically priced on a project basis or a monthly retainer, with a detailed scope of service agreed upon in advance.

We are bound by the duty of confidentiality under the Lawyers Council of Thailand's regulations on ethics. All information and documents you share with us are treated as strictly confidential. We are also fully compliant with Thailand's Personal Data Protection Act (PDPA) in our handling of your personal data.

To make the consultation as productive as possible, please prepare any relevant documents. This could include draft contracts, company registration documents, correspondence related to the issue, or a written summary of the situation and your specific questions. If you are unsure, you can describe your issue when scheduling the appointment, and we will advise you on what to bring.

While not legally mandatory, it is highly recommended. The Thai Labor Protection Act is very specific and generally favors the employee. Using a generic template can expose your business to significant risks, such as claims for unfair dismissal or unpaid benefits. A lawyer can draft a contract that is fully compliant with Thai law and protects your company's interests.

The FBA is a key law that restricts certain business activities for "foreign" entities. A company is considered foreign if 50% or more of its shares are held by non-Thais. The Act lists specific businesses (e.g., most services, media, agriculture) that foreigners cannot operate without a Foreign Business License. If you are a foreign investor, it is crucial to determine if your intended business falls under these restrictions.

Our fixed-fee consultation is designed for transparency. You pay a set price for a defined period of a lawyer's time (e.g., 1 hour for a tele-consultation). This includes the lawyer's preparation, the consultation itself where you can ask questions and receive advice, and a follow-up summary of key points. It does not include subsequent work like drafting documents or filing applications, which would be quoted separately.

We provide services in both Thai and English. Our bilingual team can conduct consultations, explain legal concepts, and draft documents in the language you are most comfortable with, ensuring there are no communication barriers.