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Guide
to Doing Business in Thailand
Company
Establishment Procedure
In
order to set up a limited company in Thailand, the following procedures
should be followed:
Corporate Name Reservation
The name to be reserved must not be the same or close to that of
other companies. Certain names are not allowed and therefore the
name reservation guidelines of the Commercial Registration Department
in the Ministry of Commerce should be observed. The approved corporate
name is valid for 30 days. No extension is allowed.
File a Memorandum of Association
A Memorandum of Association to be filed with the Commercial Registration
Department must include the name of the company that has been successfully
reserved, the province where the company will be located, its business
objectives, the capital to be registered, and the names of the seven
promoters. The capital information must include the number of shares
and the par value. At the formation step, the authorized capital,
although partly paid, must all be issued.
Although
there are no minimum capital requirements, the amount of the capital
should be respectable enough and adequate for the intended business
operation.
The
Memorandum registration fee is 50 baht per 100,000 baht of registered
capital. The minimum fee is 500 baht, the maximum 25,000 baht.
Convene a Statutory Meeting
Once the share structure has been defined, a statutory meeting is
called during which the articles of incorporation and bylaws are
approved, the Board of Directors is elected and an auditor appointed.
A minimum of 25 percent of the par value of each subscribed share
must be paid.
Registration
Within three months of the date of the Statutory Meeting, the
directors must submit the application to establish the company.
Company registration fees are 500 baht per 100,000 baht of registered
capital. The minimum fee is 5,000 baht; the maximum is 250,000 baht.
Tax Registration
Businesses liable for income tax must obtain a tax I.D. card and
number for the company from the Revenue Department within 60 days
of incorporation or the start of operations. Business operators
earning more than 600,000 baht per annum must register for VAT.
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