Effortlessly incorporate and manage your company in Thailand with Vepapu—offering all-in-one services from registration to compliance, banking, and visa support.
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Unlock Growth Opportunities in an Emerging Market
Reduced operational costs, including labour, rent, & overheads.
Simplified compliance requirements and regulatory processes.
A large and young population provides a dynamic workforce.
Allows for foreign shareholding up to 100% in the company.
Everything You Need for Seamless Company Formation
Experience seamless company formation from anywhere with Vepapu. Our digital incorporation services ensure you can register your company online without the need to travel or submit paperwork in person.
We guide you through each step of the process, ensuring compliance with local regulations and providing support for any incorporation-related queries.
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Meet the local requirements online with Vepapu. Having a local registered office address is mandatory for your company's registration and we will help you meet this requirement. We will receive, scan, and email you if any mail is received from the authorities at your address.
You can also build a physical presence in the country by opting for our nominee director services, who will act as your company's director while you retain total control over your company.
You can capitalise on our strong banking relationships with traditional banks as well as digital-first banking providers.
You would need to physically visit the bank's location if you opt for a traditional brick-and-mortar bank, while modern digital banking providers welcome you with an online onboarding process.
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Leverage Vepapu’s expertise to navigate the visa application process for your business needs. Whether you require work visas for your team or investor visas to secure your investment rights, we facilitate the entire process.
Our services include comprehensive guidance on meeting eligibility criteria, preparing necessary documentation, and submitting applications efficiently to minimize wait times and complications.
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Mandatory documents and information required for your company formation
A certified true copy (scanned version) of the passport (valid for at least 6 months)
A comprehensive Curriculum Vitae (C.V.), Resumé, or Linkedin profile.
One of the scanned copies of a bank reference, bank statement, Utility bill, or Driver license.
It should clearly show the holder's full name along with a physical address written in English (P.O. Box addresses are not accepted).
It must be the most recent version and dated within the last 3 months.
Please provide us with certified true copy (scanned version) of the following company documents:
Certificate of Incorporation
Memorandum and Articles of Association / Constitution
Register of Director
Register of Shareholder / UBO
Extract of the company’s details from the Registrar of Companies, which can include any of the following: Business Profile / Certificate of Incumbency / Certificate of Good standing (valid for within 6 months if any).
All members of the corporation, including Directors, Shareholders, Ultimate Beneficial Owners (UBOs), and Contact persons, must provide identity and address proofs as mentioned above.
From Paperwork to Approval: Making Company Formation Fast and Straightforward
Click here and fill out the short form to let us know your requirements.
Afterwards, our team will get in touch with you to guide you through the process.
Begin the company incorporation process by sharing the requested documents, as listed here. This enables us to begin the mandatory KYC and due diligence procedures to comply with local and international laws.
During the process of due diligence, our team might request additional information, documents, or clarification as needed.
If you ever feel lost while organising the documents, please contact us, as your dedicated manager from Vepapu will guide you through it.
Our team will now have the required information and documentation in hand to proceed with completing the required paperwork involved in incorporating your company.
We will complete one or multiple application forms as required and coordinate with the registry to submit them for their official approval.
We will do timely follow-ups with the registry and actively work with them if they require any further clarification or documentation before their approval.
If there are any other registrations with different government departments that are generally required before commencement of any business, required for your specific business industry, or that you have chosen voluntarily, we will promptly complete them.
As Vepapu strongly believes that company incorporation is just the first step in any business journey, we will accompany you throughout your business's life cycle by keeping it in good standing with local rules and regulations.
We will take care of monthly, quarterly, bi-annual, or annual reports and return filings with the authorities. We will timely inform you of the upcoming compliance deadlines, such as conducting an annual general meeting, for your prompt action.
Get in touch and ask us anything. We'd love to help.
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The following are the legal entity types that are open to foreign shareholding in Thailand:
A Limited Company in Thailand is a popular structure for both foreign and local businesses. It requires at least three shareholders and a minimum registered capital of 2 million THB for most activities. Shareholders’ liability is limited to their shares, and the company must be registered with the Department of Business Development (DBD).
A BOI (Board of Investment) Company enjoys special privileges and incentives provided by the Thai government to promote foreign investment. These benefits may include tax exemptions, land ownership rights, and simplified visa and work permit processes. To qualify, a company must engage in promoted activities and meet specific criteria set by the BOI.
A US Treaty of Amity Company in Thailand is a special type of business entity that benefits from the US-Thailand Treaty of Amity and Economic Relations. This treaty allows American businesses to operate in Thailand with the same rights as Thai companies, including majority ownership by US citizens or entities. Such companies can engage in most business activities without the restrictions typically imposed on foreign-owned entities.
A Representative Office in Thailand is established by a foreign company to conduct non-revenue-generating activities. These activities can include market research, product sourcing, and quality control. It cannot engage in commercial transactions or earn income in Thailand and is seen as a cost center.
A Branch Office is an extension of a foreign company that carries out business activities in Thailand. Unlike a Representative Office, a Branch Office can generate income and must comply with Thai accounting standards and taxation rules. It requires a minimum registered capital of 3 million THB if engaged in regulated activities.
A Regional Office serves as the administrative center for a foreign company's regional operations in Asia. It coordinates and oversees operations, marketing, and management services for the company's branches or subsidiaries in the region. Like a Representative Office, it cannot generate income or engage in commercial activities within Thailand.
Directors: A Limited Company with a foreign majority shareholding in Thailand requires at least one director. There are no nationality restrictions for directors; however, at least one director must be a resident of Thailand.
Shareholders: The company must have a minimum of three shareholders. For a foreign-majority company, more than 50% of the shares must be held by foreign nationals. The promoters, who will become the initial shareholders, must also be at least three in number.
Share Capital: The minimum registered capital for a foreign-majority Limited Company is 2 million THB, though this amount can be higher for certain restricted activities. At least 25% of the registered capital must be paid up initially.
Office Space Requirements: The company must have a registered office address in Thailand. This requirement ensures a physical presence for business operations.
Employment Requirements: The general rule for employment in a foreign-majority Limited Company is maintaining a ratio of one foreign employee for every four Thai employees. This ratio can vary depending on the industry and specific conditions of the business.
Directors: A BOI Company requires a minimum of one director, with no specific nationality or residence requirements. However, having a resident director can be practical for business operations.
Shareholders: The company must have at least three shareholders. A BOI Company can be 100% foreign-owned, providing greater flexibility for foreign investors. The promoters, who will become the initial shareholders, must also be at least three in number.
Share Capital: There is no specific minimum registered capital for a BOI Company, but the capital must be sufficient to support the business plan and meet BOI criteria. The paid-up capital must align with the approved investment plan and the requirements set by the BOI.
Office Space Requirements: A BOI Company must have a registered office address in Thailand. Depending on the type of business and the BOI category, additional office space requirements may apply.
Employment Requirements: The foreign-to-domestic employment ratio for a BOI Company is more flexible compared to a Limited Company with a Foreign Business License. The ratio is negotiated based on business needs and BOI approval, allowing for more favorable work permit allocations for foreign employees.
| Aspect | Limited Company (Foreign Business License) | BOI Company |
|---|---|---|
| Directors | Minimum 1, at least one must be a resident in Thailand | Minimum 1, no specific residence requirement |
| Shareholders | Minimum 3, majority must be foreign | Minimum 3, can be 100% foreign-owned |
| Promoters | Minimum 3 | Minimum 3 |
| Share Capital | Minimum 2 million THB | No specific minimum, must meet BOI criteria |
| Paid-up Capital | At least 25% of registered capital initially | Must align with investment plan |
| Office Space Requirements | Must have a registered office address | Must have a registered office address |
| Foreign to Domestic Employment Ratio | 1 foreign employee for every 4 Thai employees | More flexible, based on business needs and BOI approval |
| Ownership Restrictions | Majority foreign ownership requires FBL | Can be 100% foreign-owned |
| Work Permit Allocation | Stricter ratios | More favorable and flexible |
To incorporate a company in Thailand, you need to prepare and submit various documents. These documents are essential to comply with Thai regulations and ensure your business operates legally. The documents will be used in KYC due diligence procedures, application preparation, and stage of documents submission to the authorities.
The first step in the company registration process is reserving your company name with the Department of Business Development (DBD). The name must not be identical to or resemble the name of an existing registered company, either in English or Thai. It is recommended to propose three names ranked by priority to maximize the chances of approval. The name will be registered in both languages and will be valid for 30 days, during which the next steps must be completed.
For both Limited Companies with foreign majority shareholding and BOI Companies, the necessary documents must be prepared and signed. This includes the Memorandum of Association (MOA), which must contain the name of the company, the location of the registered office, the company's objectives, the amount of share capital, and details of the promoters and shareholders. At least three promoters are required, who will become the initial shareholders. The statutory meeting must be convened to adopt the MOA, approve the Articles of Association, and appoint directors and auditors.
The application to register the company must be submitted to the DBD. The registration fee for a private limited company is THB 5,500 per THB 1 million of the registered capital. For BOI Companies, additional requirements may apply depending on the type of business and the BOI category.
Within 60 days of incorporation or the commencement of operations, the company must apply for and obtain a corporate tax ID card from the Revenue Department. Companies exceeding a yearly revenue of 1.8 million THB must also register for VAT. Documents required include the owner's business premises documents and a copy of the lease agreement.
Both Thai and foreign employees need to be registered with the Social Security Fund (SSF) within 30 days of hiring the first employee. This registration requires copies of ID cards, workplace photos, and details of salaries and positions. Foreigners legally working in Thailand are entitled to the same benefits as Thai employees.
All Thai Limited Companies must prepare financial statements monthly and have them audited annually by at least one auditor. The financial statements must be approved at the ordinary shareholders' meeting within four months of the financial year-end and submitted to the Department of Business Development (DBD) within one month of approval.
Directors must prepare and submit a list of current shareholders and those who ceased to be shareholders since the last annual meeting to the DBD within 14 days of the annual shareholders' meeting.
An AGM must be held within six months of the company's registration date and subsequently every 12 months. During the AGM, share certificates and a shareholder registration book must be prepared, and any changes in the head office location must be filed with the registrar.
The first general meeting of shareholders must be held within six months of incorporation, with subsequent meetings occurring annually. Key documents such as audited financial statements, balance sheets, profit and loss accounts, company name, director details, shareholder lists, and meeting minutes must be prepared and presented.
The financial year-end for companies in Thailand is typically December 31st, with the accounting period being 12 months. Newly incorporated companies may have an initial accounting period of less than 12 months. Companies must maintain their accounts and relevant documents at their registered address for at least five years, extendable to seven years depending on business activity.
Essential documents include accounting journals, statements of accounts, records of payments and receipts, profit and loss statements, balance sheets, records of electronic funds transfers, credit card transactions, bank statements, audit reports, and other financial documents. These must be kept in Thai or a foreign language accompanied by Thai translations.
Companies must prepare audited and certified financial statements at the end of each fiscal year. The auditor's opinion must accompany these statements when submitting them along with tax returns.
Corporate tax returns (Form CIT 50) must be filed, and taxes paid within 150 days of the accounting period's end. Companies engaged in disposing of funds or profits must file Form CIT 54 and pay taxes within seven days of disposal.
Annual Leave: Employees are entitled to at least six working days of annual leave after one year of employment. Unused leave can be carried forward by mutual agreement.
Sick Leave: Employees are entitled to 30 days of sick leave per year, with a medical certificate required for leave exceeding three days.
Maternity Leave: Pregnant employees receive 98 days of maternity leave, with the employer paying for the first 45 days and social security covering the rest.
Paternity Leave: Public sector employees are entitled to 15 days of paid paternity leave.
Social Security Fund: Contributions are 5% of income, with minimum and maximum limits. Contributions must be submitted by the 15th of the following month.
Social security in Thailand covers employees aged between 15 and 60 years. The contribution rate is 5%, with minimum and maximum salaries for calculating contributions set at THB 1,650 and THB 15,000, respectively. Contributions must be submitted to the Social Security Office by the 15th of the following month.
Non-compliance with post-registration requirements can result in fines and penalties. Fines for failing to submit audited financial statements can be up to THB 50,000, and failure to register shareholder changes can result in fines up to THB 10,000. Underestimating profits by more than 25% may incur a 20% surcharge, which can increase to 200% for incorrect filings or failure to file returns.
The Non-Immigrant B Visa is essential for foreigners seeking employment or conducting business activities in Thailand. It is specifically designed for those who wish to work, conduct business, or invest in the country.
Foreigners who intend to work or conduct business in Thailand, including investors and business owners, are eligible for the Non-Immigrant B Visa. The applicant must have an offer of employment or a business to operate in Thailand.
A work permit is mandatory for all foreigners intending to work in Thailand. It is issued by the Ministry of Labour and allows the holder to legally work in the country.
To be eligible for a work permit, the foreigner must have a Non-Immigrant B Visa and an offer of employment from a Thai company. The employer must be registered in Thailand and meet certain criteria.
