Foreign Company Registration Thailand: Legal Checklist for 2025

Foreign Company Registration Thailand: Legal Checklist for 2025

Thailand welcomes foreign entrepreneurs. But foreign company registration Thailand is not as simple as it seems. Under the Foreign Business Act B.E. 2542 and related regulations, specific legal restrictions, registration steps, visa requirements, and industry rules apply. This 2025 checklist provides a legally accurate, SEO‑optimized guide for foreign SMEs and entrepreneurs.

✅ Can Foreigners Register a Company in Thailand?

Foreigners can register a company in Thailand—but not with 100 percent foreign ownership in most cases. Under the Foreign Business Act B.E. 2542, foreign majority ownership is restricted unless:

• The business is outside Foreign Business Act restrictions

• The business holds an FBL or BOI promotion

• A treaty exception (eg US‑Thailand Amity Treaty) applies

Without these, foreign shareholders must hold ≤ 49 percent, with Thai nationals holding ≥ 51 percent.

🧾 Legal Checklist for Foreign Company Registration Thailand

Step 1: Choose a legal structure

Most foreign‑owned SMEs register as a Private Limited Company. Alternatives include representative offices (no income), branch offices (limited scope of work), or BOI‑promoted entities for high‑tech, export, or promoted sectors. Our team advises on structure planning to secure visa/work permit eligibility under foreign company registration Thailand standards.

Step 2: Reserve company name

Reserve a name through the Department of Business Development online portal. Ensure the name does not duplicate existing names, include “Thailand” or “Royal,” or mislead the public.

Step 3: Prepare registration documents

Required documents include Memorandum of Association, shareholder list, company objectives, details of directors, and registered office address. The MOA must be signed by at least three promoters. Registered capital must meet visa/work permit thresholds: ≥ 2 million THB per foreigner (per labor ministry rules).

Step 4: Register with DBD

Submit documents and pay registration fees. Provide company name, registered capital, office address, and business activities. Business activities must comply with the Foreign Business Act.

Step 5: Tax and social security registration

After approval, apply for a tax ID from the Revenue Department. If annual revenue exceeds 1.8 million THB or reporting internationally, register for VAT. Enroll in Social Security if hiring employees.

Step 6: FBL application (if activity is restricted)

If your business is in List 2 or 3 under the FBA (eg trading, services, construction), apply for a Foreign Business License. The application requires a detailed business plan, Thai staff plan, financial forecasts, and impact evidence on Thailand’s economy. Approval is not guaranteed and processing can take 4–6 months.

Step 7: Apply for visa & work permit under foreign company registration Thailand rules

Foreign directors or employees need:

Requirement	Standard (Non‑BOI)
Thai staff	At least 4 Thai employees per foreigner
Registered capital	Minimum 2 million THB per foreign director
Office	Dedicated business space with photos + map

You must hold a Non‑Immigrant B Visa and then apply for a work permit. Avoid virtual offices, which are often rejected.

🚫 Common Legal Pitfalls in Foreign Company Registration Thailand

Mistake	Legal Risk / Business Impact
Using nominee Thai shareholders	Illegal under Section 36 FBA; subject to fines, imprisonment, dissolution
Underestimating visa/work permit rules	You cannot legally work or open bank accounts
Virtual office usage	Rejected by DBD or Immigration
Skipping VAT registration when required	Penalties and blocked invoicing

🛡️ How GENTLE LAW IBL Powers Your Foreign Company Registration Thailand Success

Our firm provides full walk‑through support:

• Structure planning to maximize legal ownership

• Full document preparation and submission to DBD, Revenue, Social Security

• FBL and BOI eligibility consultation

• Assistance with Non‑B Visa and work permit applications

• Trademark protection and ongoing compliance

Real‑world example: A Singaporean food brand used GENTLE LAW IBL to register as a 49 percent foreign‑owned company, obtained VAT, and completed all licensing, visa, and work permit processes within 45 days.

🔚 Final Notes on Foreign Company Registration Thailand

Opening a company in Thailand as a foreigner is possible but requires planning, proper capital, compliance, and legal structure. With the right team, you can scale efficiently and legally under Thai regulations.

📨 Contact GENTLE LAW IBL to secure a fully compliant and strategic foreign company setup in Thailand.