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Thailand Company Registration — DBD / BOI / IEAT

Complete Guide to Thai Business Entity Registration with Certified Translation

Covers Co., Ltd., PCL, partnerships, FBL, US Treaty of Amity, BOI, IEAT, IHQ, branches, rep offices, associations, and foundations — compare capital, foreign ownership rights, and tax obligations.

13+ entity typesAligned with DBD / BOI / IEATSubmission-ready translation

Private Limited Company

Private Limited Company (Co., Ltd.)

Co., Ltd.

Most common Thai business entity — minimum 2 shareholders, limited liability.

No statutory minimum (THB 2M+ recommended for foreign employee / work permit)

Public Limited Company

Public Limited Company (PCL)

PCL

For companies preparing for IPO on SET/mai under the Public Limited Companies Act B.E. 2535.

Set by AoA; subscribed capital fully paid before registration

Partnerships

Registered Ordinary Partnership

ROP

All partners jointly and severally liable — separate legal personality after DBD registration.

No statutory minimum

Limited Partnership

LP

Two classes: limited-liability partners (capital only) and unlimited managing partners.

No statutory minimum

Foreign-Owned / FBL / Treaty

US Treaty of Amity Company

Amity

US-majority-owned Thai company exempt from most Foreign Business Act restrictions.

Standard Co., Ltd. rules apply (2M+ recommended)

Foreign Business License (FBL)

FBL

Required to operate restricted businesses (List 2 & 3 of FBA) without BOI or treaty.

≥ 3M THB per business activity (or 25% of average 3-year expenses)

BOI / IEAT / IHQ

BOI-Promoted Company

BOI

Tax holidays up to 13 years, 100% foreign ownership, land ownership, foreign experts.

≥ 1M THB project capital (varies by activity)

IEAT Free Zone Company

IEAT-FZ

Operate inside IEAT-designated free zones with import duty and VAT exemptions.

Per IEAT zone requirements

International Headquarters (IHQ)

ROH/IHQ

BOI-promoted IHQ regime for regional management, treasury, and IP licensing.

≥ 10M THB paid-up capital

Branch / Rep Office

Branch Office of Foreign Company

Branch

Foreign company operates revenue-generating activities directly in Thailand under FBL.

≥ 3M THB remitted within 3 years

Representative Office

RepOffice

Non-revenue liaison office for market research, sourcing, or QC under FBA List 3.

≥ 3M THB remitted in 3 years (2M in first year)

Non-Profit

Association (Civil Code)

Assoc

Non-profit membership entity registered with the Provincial Office.

None

Foundation

Foundation

Asset-based non-profit dedicated to a charitable, educational, or religious purpose.

≥ 200,000 THB initial assets (≥ 500,000 THB recommended for tax-exempt status)

Ask about fees — choose the right entity — LINE @THAIL · Tel 092-0170000

Two company founders reviewing incorporation papers with an accountant, a company seal on the table

The DBD incorporation steps

  • Reserve the company name with the Department of Business Development (DBD)
  • File the Memorandum of Association with objectives, capital and promoters
  • Hold the statutory meeting, appoint directors and adopt articles
  • Register the limited company and receive the affidavit and juristic ID, which is also the tax ID

Documents to prepare

Passports or Thai ID cards of shareholders and directors, a shareholding table, proof of the registered office (owner's consent letter, house registration copy and map) and business objectives that match what you will actually do. If you use our Virtual Office address, we prepare the premises set to match the application.

Foreign shareholders and the Foreign Business Act

A company in which foreigners hold half or more of the shares is treated as an "alien" under the Foreign Business Act B.E. 2542 (1999). Activities on the Act's restricted lists need a Foreign Business Licence or a certificate (for example via BOI promotion) before trading. Using Thai nominee shareholders is a criminal offence, so the structure should be planned correctly from day one.

What comes after registration

  • VAT registration once turnover exceeds THB 1.8 million a year, or voluntarily
  • Employer registration with the Social Security Office when you hire staff
  • Bookkeeping, audited annual financial statements and the shareholder list (Bor.Or.Jor.5)
  • A corporate bank account

Frequently asked questions

Can I register a company on my own?

A Thai limited company needs at least two promoters and shareholders under the current Civil and Commercial Code. A sole trader can instead register a commercial registration as an individual.

Can a foreigner be a director?

Yes, directors can be of any nationality. Working in Thailand still requires the right visa and a work permit.

What is the minimum registered capital?

There is no general legal minimum for a Thai-owned company, but hiring foreign staff or operating as a foreign-owned business brings specific capital requirements. Ask our team before fixing the capital.

Send your documents for our accounting team to review

Call 092-0170000 · LINE @THAIL · contact@thailaw-accounting.co.th

Fees: ask our team for a quote

Sources

Reviewed by the accounting team at Thai Law & Accounting Services · Last reviewed 4 Oct 2026 · General information, not tax or legal advice for your specific case

Go deeper on Corporate and company document certification

These guides outline possible certification steps; confirm the receiving authority's current requirements before filing:

Not sure which route applies? Send us the scan — LINE @THAIL · 092-0170000 · contact@thailaw-accounting.co.th

Documents usually required

  • Freshly issued company affidavit and certificate of registration
  • Memorandum and articles of association, or the current shareholder list
  • Board resolution or power of attorney signed by the authorised director
  • ID or passport copies of the authorised signatories

Common reasons a bundle is rejected

  • Company affidavits are usually accepted only within a short validity window.
  • Director names and job titles must match the registered filing exactly.
  • Spell every name exactly as it appears in the passport, across every document in the same bundle.

Prefer not to handle the chain yourself? Send the scans and we run every step for you, from translation to the final endorsement.

How the process runs — Corporate and company document certification

  1. Obtain freshly issued corporate records covering the whole group of entities involved.
  2. Prepare the board resolution or power of attorney signed by the authorised director.
  3. Translate using the registered English company name and the job titles exactly as filed.
  4. Complete the certification route the counterparty or destination authority requires.
  5. Deliver the certified set together with copies for internal corporate records.

Fees and processing times are set by each authority and vary by document and destination — confirm them with the responsible agency.

Handling it yourself vs letting ILC run it

AspectDoing it yourselfWith ILC
Working out which steps applyYou read each authority's rules yourself, and usually learn a step was missing only after the bundle is refused.Our advisers review the documents before work starts and sequence translation, notarisation, MFA, and embassy in one pass.
Time spent filingRepeat trips to each office, queueing and collecting in person.We file on your behalf; you send scans and receive the finished set by post or courier.
Risk that the translation is refusedAgency names, job titles, and the certification wording often do not match what the receiving office accepts.We use terminology and certificate formats the receiving authority has accepted before, with two-stage proof-reading.
If the bundle is rejectedYou diagnose the cause and refile yourself, losing a full cycle.We identify the cause, correct it, and refile without you starting over, with progress reported along the way.

What clients typically use this for

  • Foreign subsidiary registration
  • Bank account opening abroad
  • Tender and contract submissions

An advisor, not only a document processor

Before any work starts, our team assesses how many certification layers your document actually needs, which authorities are involved, and the correct order for the office you will really file with. One step out of order usually means restarting the whole bundle. We work to recognise how each authority rejects files and prevent it up front.

  • The certification route is matched to the receiving authority before work begins.
  • Rejection risks are checked, from name spelling to document validity windows.
  • The filing sequence is planned around the deadline you actually have.

Consult us at LINE @THAIL · 092-0170000 · contact@thailaw-accounting.co.th

Ask a question

Registering a company in Thailand: a practical checklist

Most foreign investors register a Thai private limited company, a BOI-promoted company, or a company under the US Treaty of Amity. The right structure depends on your business activity, foreign shareholding and visa plans. We prepare every DBD document, arrange certified translations and can supply a registered address.

Reception staff sorting mail into pigeonholes
Illustrative image (generated) — not our staff or clients

Decisions to make first

  • · Business activity — some activities are restricted for foreign shareholders
  • · Shareholding structure and registered capital
  • · Whether to apply for BOI promotion or a Foreign Business Licence
  • · Registered address (own office or virtual office)

Registration steps

  • · Company name reservation with the DBD
  • · Memorandum of association and incorporation filing
  • · Tax ID, VAT registration (if needed) and social security registration
  • · Corporate bank account and, where relevant, work permits

More frequently asked questions

Can a foreigner own 100% of a Thai company?

Only in certain cases — for example with BOI promotion, a Foreign Business Licence, or Treaty of Amity status for US nationals. Otherwise foreign shareholding is generally limited to under half.

Do I need to be in Thailand to register?

Not necessarily. Documents can be signed abroad, notarised and legalised, and our team files on your behalf.

What must I do after registering the company?

Typically: open a company bank account, set up bookkeeping with a registered bookkeeper, register as an employer with the Social Security Office within 30 days of hiring staff, and register for VAT once revenue exceeds the threshold or voluntarily.

What annual meetings and filings are required?

Hold an annual general meeting to approve the financial statements within 4 months of the fiscal year end, file the statements with the Department of Business Development within 1 month of the meeting, and file the shareholder list (Bor Or Jor 5) within 14 days of the meeting.

What does it cost and how long does it take?

Fees: ask our team for a quote. Timing is assessed for your documents and chosen structure.

Official sources to check

Information as of September 2026. Legal thresholds and fees can change — please confirm with the agency before acting.

Fees: ask our team for a quote · LINE @THAIL · Tel 092-0170000 · Timing assessed for your documents