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Private Limited Company (Co., Ltd.) Co., Ltd.

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

Founders

2 promoters/shareholders

Min Capital

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

Eligibility

  • At least 2 promoters (Thai or foreign)
  • Registered office address in Thailand
  • Minimum 1 director (no nationality requirement unless restricted business)
  • Share par value ≥ 5 THB

Required Documents

  • Memorandum of Association (MoA)
  • Articles of Association (AoA)
  • Shareholder list (Bor Or Jor 5)
  • Statutory meeting minutes
  • ID/Passport of all promoters and directors
  • Map and consent letter for office address

Registration Procedure

  1. Reserve company name with DBD (valid 30 days)
  2. Draft and sign MoA
  3. Pay-in share capital (≥ 25%)
  4. Hold statutory meeting and appoint directors
  5. File registration at DBD One-Stop Service Center
  6. Obtain corporate income tax ID (auto with DBD)
  7. Register VAT (if revenue ≥ 1.8M THB/year) + SSO within 30 days of first hire

Tax Obligations

Corporate income tax 20% (SMEs reduced rates), VAT 7%, withholding tax on services, half-year and annual filing.

Foreign Ownership

Up to 49% under Foreign Business Act; 100% allowed with BOI promotion or Treaty of Amity (US).

Translation & Certification

Parent-company certificates, passports, and corporate records require notarization, consular legalization or apostille, and Thai translation by an certified translator for filing with DBD, BOI, or IEAT.

Why Use a Professional Service

  • certified translators accepted by DBD/BOI/IEAT.
  • Direct coordination with registrars reduces filing errors.
  • Pre-submission check aligned with the latest official checklist.

Post-Service Policy

If a translation is rejected due to a defect on our side, we redo and resubmit at no extra service fee (government fees excluded). This is service responsibility, not a guarantee of administrative outcome.

Ask about fees — LINE @THAIL · Tel 092-0170000

Contact us
Adviser explaining private limited company registration documents to a client

Who it suits

Most trading and service businesses that want shareholders' liability limited to any unpaid share value. Banks and trading partners are most familiar with this form.

Main DBD steps

Reserve the name, file the memorandum of association, hold the statutory meeting and register the company. At least 2 promoters are currently required; filing can be in person or through DBD's online system.

Foreign shareholders

If foreigners hold half or more of the shares, the company is foreign under the Foreign Business Act and may need a licence for some activities. Using Thai nominee shareholders is illegal.

Frequently asked questions

How much capital must be paid?

At least 25% of registered share value. Work permits or licences may carry additional capital criteria from those agencies.

What comes after registration?

Keep accounts, file annual financial statements and tax returns, hold shareholder meetings, and consider VAT registration once revenue reaches the threshold.

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

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