How to start a business in Thailand

Thailand’s friendly people and high standard of living have long attracted visitors and those looking to settle or retire there on a fixed income. However, as the country continues to industrialise, it's also cited as an example of a remarkable economic success story.

It’s unsurprising that there’s an increasing number of entrepreneurs looking to combine the economic possibilities of a growing market with the chance to live, work and play in the land of smiles.

If you’re considering opening a business in Thailand, there's a lot to think about. Here’s a beginner's guide to help get you started.

What types of corporate entities are there in Thailand?

Before you register your business in Thailand, it’s important to consider which company structure will best suit your needs. There are several different options:

• Sole trader
• Partnership (unregistered, registered or limited)
• Company (public or limited)
• Joint venture

Sole trader

The sole trader structure, as elsewhere in the world, is intended for those looking to work alone. In Thailand there are some professions in which a sole trader is prohibited from working, specifically in banking and finance. By law only limited companies can do this type of work.

Whether or not you're able to set up this sole trader business structure in Thailand will also depend on your nationality. A US citizen, for example, is able to set up a sole proprietorship business because of the Treaty of Amity between Thailand and America. Other nationalities may find some business areas are restricted to them.

Partnership

If you’re thinking of setting up a partnership with others, you can choose one of several different structures. An unregistered partnership means that you and your partners are jointly liable for any debts incurred. Your personal and business tax affairs are considered as one. A registered partnership, on the other hand, splits your personal and professional tax matters by registering your business as a separate entity. You’d still be liable for the full amount of any debt incurred. A limited liability partnership is a popular option because it means that the tax and debt liability of any of the partners is limited to the amount of capital invested.

If you’re setting up a partnership, all partners must contribute something to the business, such as labour or capital.

Company

Companies in Thailand can be set up as either private or public businesses, and these structures are covered by different legislation and rules. There are registration fees based on the initial investment made, and minimum numbers of directors and shareholders required.

Things to know before getting started

You can compare the administration needed to start a business in Thailand, with that in other countries, on the website of the World Bank's 'Doing Business' report. This helpful site summarises some of the main legal and bureaucratic steps you'll need to take when starting your new venture.

If you're interested in registering a company, you need to know that there are registration fees payable. These are THB 50 per million baht invested in the case of a private company, and THB 1000 per million of capital for a public company. A private company must always have at least seven shareholders, while a public company needs 15. Private companies are regulated by the Civil and Commercial code, while public companies fall under the Public Companies act.

There are rules which set out the ways in which foreigners can register and operate businesses in Thailand. In some cases, businesses can be registered in the names of non-Thai nationals, but in certain business areas the company must be at least 51% Thai owned. If you want to set up a public company, at least half of your directors should be Thai.

A major hurdle for many foreigners looking to set up a business in Thailand is that most forms you'll submit to the government must be completed in Thai. This language barrier means that it can be very difficult for foreigners to set up a business alone without having local help. As a result there are many agencies who can support foreigners setting up their business, but for a fee. Take recommendations from others before selecting an agency to help you.

What is the company registration process in Thailand?

Registering a company in Thailand can take some time - expect it to take around seven days for a private company and up to 30 days for a public company. The first step is to select and reserve a company name, which is then valid for 30 days.

You'll then need to prepare and submit important documents such as:

• Articles of Association
• Memorandum of Association
• Application form and list of shareholders
• New director form signed by each director
• Declaration of Business Operation form
• Company name reservation
• Details of the offices and branches of your business

Before you can register your business you'll also have to pay at least 25% of the initial investment capital into a corporate bank account.

You'll need a company chop (stamp), which acts as the signature to certify company documents. These are produced by specialist chop makers, and will cost between THB 400 and 800 depending on exactly what you choose.

Because the documents required vary slightly depending on the type of business, it's important to take local advice before proceeding to register your company. You may also need to have some documents certified before presenting them.

The Thai Board of Investment offers useful guidelines in English to help you navigate the company registration process.

Legal obligations and responsibilities

Once you've registered your business, you must also notify the tax authorities of your company. You have 60 days to notify the revenue department and get a tax ID card for your business. If your turnover is high you may also need to register for VAT. The website of the Board of Investment describes the accounting and financial reporting responsibilities of business owners.

Thailand has stringent labour regulations, which you'll have to comply to as an employer. If you're going to employ people in your business you need to register with the Ministry of Labour (or with this ministry through the Single Service Point registration process).

If you're employing more than 10 people in Thailand then you're obliged to create and display rules and regulations of the workplace, which are checked for legal compliance by the labour officer. There are also rules regarding the proportion of Thai people you must employ, versus foreigners. The general rule is that you'll need to employ four Thai people for every foreign worker, but this varies by business type and sector. Make sure you understand this fully before hiring.

Where can I find help to start my business in Thailand?

It’s a good idea to register your business with the Thai Board of Investment, who offer helpful advice and financial incentives to investors. The Institute for Small and Medium Enterprise Development might also be of help to you in starting your business.

As a foreigner working in Thailand you'll find a support community through the Chamber of Commerce for your home country. Here you'll find others who have also travelled to Thailand to start a business, and can offer help and advice, as well as a great network.

Other useful resources can be found depending on your industry segment. For example, Startup Thailand promotes local tech startups and could provide useful connections if this is your preferred field.

Once you’re in Thailand and ready to get going, look for local networking events on sites such as Meetup, Eventful and Eventbrite. Here you can meet like minded people and build your customer and business contact book.

With sufficient preparation and persistence, your business in Thailand will be off to a flying start!

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