Best New Business Formation Lawyers in Bueng Kum

About New Business Formation Law in Bueng Kum, Thailand

Bueng Kum is a district of Bangkok, so most rules that govern new business formation here are national Thai laws, applied through Bangkok agencies and local offices. The most common path for a new venture is to register a private limited company under the Thai Civil and Commercial Code, then complete tax and employment registrations, and obtain any sector licenses required for the chosen activity. Foreign ownership is possible, but it is regulated by the Foreign Business Act and related frameworks. Many filings can be completed online through Thailand’s government e-services, with official documents in Thai. Local procedures in Bangkok, including zoning and premises approvals, are relevant when selecting and fitting out your business location in Bueng Kum.

Typical formation steps include reserving a company name, preparing the Memorandum of Association and Articles of Association, holding a statutory meeting, registering the company with the Department of Business Development, obtaining a taxpayer identification number with the Revenue Department, registering for VAT if required, enrolling as an employer with the Social Security Office, and applying for any sector-specific licenses. After incorporation, companies must maintain proper accounts, arrange annual audits, hold required meetings, and make timely tax and corporate filings.

Why You May Need a Lawyer

Choosing the right structure and ownership split is strategic. A lawyer can explain the implications of a sole proprietorship, partnership, private limited company, public limited company, branch, or representative office, and help you align the choice with tax, liability, and licensing goals.

If any foreign ownership or management is planned, legal advice is especially important. Some business lines are restricted to foreigners under the Foreign Business Act. A lawyer can assess whether your activity is restricted, whether a Foreign Business License or certificate is required, or whether promotion by the Board of Investment could allow majority foreign ownership. They can also flag illegal nominee arrangements.

Contracts and corporate documents matter. Counsel can draft or review the Articles of Association, shareholder agreements, subscription agreements, founder vesting terms, share classes, and director authority. This reduces risk of future disputes and clarifies rights, exits, and decision making.

Licensing and premises can be complex in Bangkok. A lawyer can assess zoning rules in Bueng Kum, review a lease, check permitted uses for your building, and identify the exact licenses you need for restaurants, trading, clinics, logistics, education, or manufacturing.

Employment and immigration require careful sequencing. If you plan to hire foreign staff, you will need to coordinate company registration, capital, Thai employee ratios, visas, and work permits. Counsel can help plan compliant timelines and documentation.

Ongoing compliance is critical. A lawyer can set up your compliance calendar for board and shareholder meetings, audit and financial statement filings, tax filings, data protection under the Personal Data Protection Act, and license renewals to avoid penalties and suspensions.

Local Laws Overview

Core company law. Private limited companies are formed under the Civil and Commercial Code. As of recent reforms, at least two promoters are required to form a private company, and the company must maintain at least two shareholders. At least one director is required. A common seal is optional. Electronic board and shareholder meetings are permitted subject to legal conditions and your Articles.

Foreign ownership. The Foreign Business Act regulates foreign participation in certain service and trading activities. Some activities are prohibited, some require prior approval, and many service activities require a Foreign Business License unless exempt. Alternatives include Board of Investment promotion or specific treaty or sectoral exemptions. Using Thai nominees to disguise foreign control is illegal.

Tax registrations. All companies must register with the Revenue Department. VAT registration becomes mandatory once annual taxable revenue exceeds the statutory threshold, currently 1.8 million baht. Some activities are subject to Specific Business Tax instead of VAT. Companies must file monthly withholding and VAT or SBT returns as applicable, and annual corporate income tax returns. The standard corporate income tax rate is 20 percent, with potential SME relief for qualifying Thai companies.

Accounting and audit. All limited companies must keep accounts in accordance with Thai Financial Reporting Standards, maintain supporting records in Thai or bilingual format for at least five years, have annual financial statements audited by a licensed auditor, hold an annual general meeting within four months of fiscal year end, and file the audited financial statements with the Department of Business Development shortly after the meeting, as well as file the annual corporate tax return with the Revenue Department within 150 days of fiscal year end.

Employment and social security. Employers must enroll with the Social Security Office within 30 days of hiring the first employee and make monthly contributions. Employment must comply with the Labour Protection Act regarding wages, hours, leave, and termination. Foreign employees require a proper visa and work permit through the Department of Employment, subject to capital and Thai employee ratio rules unless exempt under Board of Investment promotion or other schemes.

Electronic transactions. E-signatures are recognized under the Electronic Transactions Act if reliability and consent requirements are met. Many corporate filings can be made through government e-registration systems using verified digital identity.

Local premises rules in Bueng Kum. As part of Bangkok, local permissions may apply based on your activity and location. Restaurants, food production, and health-related businesses often require public health permits through Bangkok Metropolitan Administration channels. Certain businesses may need fire safety certificates, signage tax registration, and building use approvals. Manufacturing or heavy processing can trigger Factory Act or environmental requirements, which are uncommon in typical retail or service premises in Bueng Kum.

Frequently Asked Questions

What types of business entities can I register in Bueng Kum

You can operate as a sole proprietor, ordinary partnership, limited partnership, private limited company, or public limited company. Foreign businesses may also register a branch office, representative office, or regional office. For most startups and small to medium enterprises, a private limited company is preferred due to limited liability, familiar governance, and better access to investors and licenses.

How many shareholders and directors are required for a private limited company

A private limited company requires at least two shareholders at all times and at least one director. Promoters can be individuals or juristic persons. Shareholders can be Thai or foreign, but foreign ownership levels must comply with the Foreign Business Act and any sector rules.

How long does company registration take and what are the main steps

With complete documents, name reservation can be approved within a short time, and e-registration of the company can often be completed within a few business days. Typical steps are name reservation, preparation and filing of the Memorandum of Association and Articles of Association, statutory meeting, company registration, tax identification number issuance, VAT registration if required, social security registration, and any sector licenses. Bank account opening and commercial lease execution are often done in parallel.

What are the capital requirements

There is no general minimum capital for a Thai majority owned private limited company. However, certain licenses and immigration permissions require minimum paid-up capital. For a non-promoted company employing foreign staff, practice commonly requires substantial paid-up capital per foreign employee and a Thai employee ratio. If a foreign business license is required, minimum capital thresholds apply per regulated business line. A lawyer can advise on the exact amount based on your plan.

Do I need a physical office in Bueng Kum

You must provide a registered address in Thailand. Virtual or serviced offices can be acceptable for incorporation, but some licenses and bank account procedures require a physical site inspection, landlord consent, or specific building use approvals. Your lease should allow commercial use and match the activity you declare.

Can foreigners own 100 percent of my company

Foreigners can own 100 percent only if the intended activities are not restricted or if an exemption applies, such as Board of Investment promotion or a specific treaty or sector regime. For restricted service or trading lines, a Foreign Business License is often required. Using nominee Thai shareholders to evade restrictions is illegal.

What taxes will my company face

Key taxes include corporate income tax at a standard rate of 20 percent, VAT for businesses over the revenue threshold or that opt in, withholding tax on certain payments, and possible Specific Business Tax for defined activities. You will file monthly VAT or SBT and withholding returns as applicable, and annual corporate tax. Stamp duty applies to certain instruments. Some local charges can apply to signage and business operations.

What are the accounting and audit obligations

You must maintain proper books, issue invoices that meet Thai tax requirements, prepare annual financial statements in accordance with Thai standards, and have them audited by a licensed auditor. Hold an annual general meeting within four months after fiscal year end, submit the audited financial statements to the Department of Business Development, and file the annual tax return with the Revenue Department within 150 days of fiscal year end. Keep accounting and tax records for at least five years.

Do I need any sector specific licenses

Many activities require additional licenses or notifications. Examples include restaurant and food business permits, alcohol retail licenses, import and export licenses, medical or clinic licenses, education licenses, transport and logistics permits, direct sales and direct marketing registration, e-commerce notification, and factory or environmental permits for industrial operations. Your exact list depends on your activity and premises.

How do I open a corporate bank account

Banks in Bangkok typically require the company affidavit, Articles of Association, tax ID, minutes or director resolution authorizing account opening, director identification, and evidence of the registered address. Some banks require the director to be physically present, and some require a work permit for foreign signatories. Requirements vary by bank, so check in advance and coordinate your documents and timeline.

Additional Resources

Department of Business Development - Ministry of Commerce. This is the registrar for companies and partnerships. It handles name reservation, incorporation, and annual financial statement filings through its service centers and online systems.

Revenue Department. This agency issues company tax IDs, administers VAT, Specific Business Tax, withholding tax, and corporate income tax. Businesses in Bueng Kum work with the Bangkok area revenue office that covers the district.

Social Security Office. Employers must register here, add employees, and make monthly contributions. The Bangkok area branches support companies located in Bueng Kum.

Department of Employment. This office administers work permits for foreign employees and employer registrations, including requirements for supporting documents and ratios.

Board of Investment of Thailand. BOI promotion can grant foreign ownership flexibility, work permit and visa facilitation, and tax or non tax incentives for eligible projects.

Bangkok Metropolitan Administration and Bueng Kum District Office. These bodies oversee local permits such as food and health permits, signage, building use compliance, and certain business notifications within the district.

Department of Industrial Works and related environmental authorities. Manufacturing or certain processing activities require factory licenses and environmental approvals where applicable.

Department of Intellectual Property. Businesses can register trademarks, patents, and copyrights to protect their brand and technology in Thailand.

Office of the Consumer Protection Board. Certain consumer facing businesses, including direct sales or e-commerce, must complete notifications or registrations with this office.

Next Steps

Clarify your business model and planned activities, including whether any foreign ownership or foreign staff are involved, and whether you will trade, provide services, manufacture, import, or export.

Choose a structure that fits your needs. Most founders choose a private limited company for liability protection and ease of doing business. If you plan majority foreign ownership or specialized operations, have a lawyer assess whether BOI promotion, a foreign business license, or an alternative form such as a branch or representative office is appropriate.

Check your proposed location in Bueng Kum. Confirm the lease terms, permitted use, and any building or zoning limitations. If you will serve food, store goods, or operate equipment, identify the permits you will need.

Prepare draft documents. Reserve a company name, prepare the Memorandum and Articles of Association, shareholder and founder agreements, and any key commercial contracts such as the lease. Plan director authority, share classes, and internal approvals to match investor and banking needs.

Map the compliance calendar. Note your expected VAT status, monthly tax filings, social security enrollment date, and the annual audit and meeting timeline. Establish bookkeeping from day one and use Thai tax compliant invoicing and receipts.

Plan immigration and staffing. If employing foreign nationals, sequence paid-up capital, Thai hires, visa applications, and work permits to meet legal thresholds and realistic timing.

Engage a qualified local lawyer and accountant. Ask for a clear scope, a timeline, and a fee estimate that covers incorporation, tax registrations, any license applications, model contracts, and first year compliance support.

Open a corporate bank account and fund paid-up capital as required. Align bank KYC requirements with your director and signatory setup, and prepare resolutions or minutes the bank may request.

Keep records and review. After launch, review your license conditions, data protection practices, and employment compliance at regular intervals to avoid penalties and protect your right to operate.

This guide provides general information for Bueng Kum and Bangkok. For specific actions and documents, consult a Thai lawyer who can tailor advice to your business, industry, ownership, and timeline.