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Browse our 2 legal questions about New Business Formation in Thailand and the lawyer answers, or ask your own questions for free.
Thawi Watthana is a district of Bangkok, so business formation there follows Thai national law with local administration by the Bangkok Metropolitan Administration and the Thawi Watthana District Office. Most founders choose a private limited company because it limits liability, is familiar to banks and investors, and is straightforward to register via the Department of Business Development under the Ministry of Commerce.
Common business structures include sole proprietorship, ordinary partnership, limited partnership, private limited company, public limited company, branch office, and representative office. Foreign ownership is governed by the Foreign Business Act B.E. 2542 and related laws, and investors may use options like Board of Investment promotion or the Treaty of Amity for additional privileges in certain cases.
Key steps typically include name reservation, preparing and filing constitutional documents, registering the company, obtaining tax and social security registrations, and securing any sector licenses. Businesses operating in Thawi Watthana will also interact with the District Office for local matters like signage and certain retail or food and beverage permits.
Thai company law is detailed, and local practice in Bangkok can be nuanced. A lawyer can help you avoid delays, penalties, and structuring mistakes. You may need legal support when you:
Plan foreign ownership or a joint venture and must navigate the Foreign Business Act, investment promotion, or a foreign business license.
Choose the right vehicle, for example subsidiary vs branch vs representative office, each with different liability, tax, and licensing impacts.
Draft shareholder agreements, customized company articles, and founder arrangements that address control, veto rights, vesting, and dispute resolution.
Need sector licenses in Thawi Watthana, such as restaurant, health and sanitation, alcohol, construction, logistics, education, or factory permissions.
Intend to hire foreign staff, which raises work permit and visa planning, capital and Thai employee ratio calculations, and compliance timing.
Face regulatory deadlines like audited financial statements, annual meetings, tax filings, VAT, and signboard tax obligations managed at the district level.
Must validate a registered address, lease use rights, or zoning for planned activities within the district.
Core company law. Private limited companies are governed by the Civil and Commercial Code. As amended, a private limited company can be formed with at least 2 promoters and must have shares with a par value of at least 5 baht each. A statutory meeting and filings are required, and e-registration allows a one step incorporation in many cases.
Foreign Business Act. Foreign majority ownership may be restricted in service and other sectors unless you qualify for an exemption or license. Options include obtaining a Foreign Business License, securing a Foreign Business Certificate via a treaty, or applying for Board of Investment promotion. Some activities are fully prohibited to foreign majority ownership.
Tax and accounting. Corporate income tax generally 20 percent. VAT standard rate is currently 7 percent subject to periodic government decisions. VAT registration is required when annual revenue exceeds the threshold or on a voluntary basis. Thai entities must maintain accounts under Thai Financial Reporting Standards and have annual audits. Key filings include half year tax, annual tax, monthly withholding tax, monthly VAT for registrants, and social security contributions.
Employment. Employers must register with the Social Security Office within 30 days of hiring the first employee. Labor law covers contracts, working hours, leave, overtime, severance, and termination. Hiring foreign workers typically requires a work permit and non immigrant visa. Capital and Thai employee ratios may apply unless you have promotion or specific exemptions.
Local administration in Thawi Watthana. The District Office under the Bangkok Metropolitan Administration handles signboard tax, certain local inspections, trade and food related permits, and building related permissions. Zoning rules under the Bangkok Comprehensive Plan can affect manufacturing and warehousing. Many national registrations are now online, but practical steps like site inspections remain local.
Banking and capital. Thai banks require corporate documents, director identification, and proof of address to open accounts. For foreign remittances of the equivalent of 50,000 US dollars or more, banks issue a foreign exchange document. Keep this record for future dividend repatriation and capital returns.
Most local and foreign backed ventures choose a private limited company. It offers limited liability, clear share ownership, and straightforward tax and compliance. Partnerships are used for small local operations, while branch or representative offices suit foreign parents with specific goals.
Yes in some cases. Manufacturing and export focused businesses may qualify under the Board of Investment. Companies using the Treaty of Amity can be majority US owned with limitations. Otherwise, if the activity falls under restricted lists, you may need a Foreign Business License, a joint venture structure, or to pivot the scope of services.
A private limited company can be formed with at least 2 promoters and 2 shareholders post incorporation. You can have a single director. Shareholders can be individuals or juristic persons.
With documents ready, e registration can be completed in a few business days. Add time for name reservation, drafting, obtaining a registered address letter, and arranging digital signatures. Sector licenses and VAT setup can extend the overall timeline.
Often yes for incorporation, provided you have a landlord consent letter and house registration copy. For activities that require inspections or customer facing operations, zoning and building rules apply. Some licenses do not allow virtual offices.
You must register when annual taxable revenue exceeds the legal threshold, or you may register voluntarily earlier. Apply promptly once you cross the threshold to avoid penalties. Some sectors use Specific Business Tax instead of VAT.
Hold an annual general meeting and file audited financial statements. File corporate income tax half year and annual returns. File monthly withholding tax and VAT if applicable. Pay social security. Update shareholder lists as required. Maintain proper accounting records at the registered office.
Each foreign employee typically requires a non immigrant visa and work permit. Capital and Thai staff ratios can apply for standard companies, commonly calculated per work permit. BOI promoted companies and some projects have eased ratios. Plan timing carefully so permits align with business operations.
A seal is not legally mandatory in Thailand, but many banks and counterparties expect to see one referenced in your articles and used consistently. If you adopt a seal, use it in line with your internal signing rules.
If you display a business sign, signboard tax applies and is administered by the Thawi Watthana District Office. Food, retail, and certain service businesses may need district level licenses and inspections. Keep your address signage, sanitation, fire safety, and operating hours in line with district guidance.
Department of Business Development, Ministry of Commerce. Handles name reservation, company registration, and foreign business licensing matters.
Revenue Department. Oversees VAT, corporate income tax, and withholding tax. Area offices in Bangkok support registrations and filings for Thawi Watthana based businesses.
Social Security Office. Employer registration and ongoing employee contribution compliance.
Bangkok Metropolitan Administration, Thawi Watthana District Office. Local permits, signboard tax, inspections, and certain public health related licenses.
Board of Investment and One Start One Stop Investment Center. Investment promotion, streamlined work permit and visa support for promoted projects.
Department of Industrial Works. Factory licensing where applicable under the Factory Act.
Food and Drug Administration and Department of Health. Product registrations and food related licensing, depending on your activity.
Commercial banks in Bangkok. Corporate account opening and foreign exchange documentation support for capital injections and dividends.
Define your business model and planned activities. This drives licensing needs, foreign ownership options, and tax registrations.
Choose a structure and ownership plan. Decide on private limited company vs branch or other form, and map any Foreign Business Act or promotion pathway.
Secure a registered address in Thawi Watthana. Obtain owner consent and building documentation suitable for your intended activities.
Reserve your company name and prepare documents. Draft the memorandum, articles, shareholder agreements, and director resolutions, in Thai and English as needed.
Register the company and obtain tax IDs. Coordinate VAT timing based on revenue expectations, and register with the Social Security Office when hiring begins.
Apply for sector licenses and local permissions. Liaise with the District Office for signage and operational permits, and schedule inspections where required.
Plan for banking and capital. Open a corporate bank account and keep foreign exchange documentation for future repatriation and compliance.
Engage a Thai qualified lawyer and accountant. Local counsel can tailor documents, secure approvals, and set up a compliance calendar aligned with Bangkok practice.
This guide is general information only. For advice tailored to your situation in Thawi Watthana, consult a Thai lawyer who focuses on company and regulatory matters.
