Registering a company in Thailand: the documents and the steps

Five decisions that come before any paperwork

Registrations rarely stall on documents. They stall because these five things are still unsettled. Resolve them and the rest moves quickly.

1. The company name

Names are reserved with the Department of Business Development and must not duplicate or closely resemble an existing entity. Bring at least three candidates: the name you assume nobody has taken usually has been. A reserved name is only valid for a limited period, so leaving it too long means reserving again.

2. Shareholders and directors

Under current law a limited company needs at least two shareholders. Agree who holds how many shares, and who signs for the company. The detail most often overlooked is signing authority - whether one director can sign alone or two must sign jointly. That choice affects opening the bank account and every contract afterwards.

3. Registered capital

There is latitude here, but think about it from two directions. Credibility: counterparties and banks look at this figure. Reality: registered capital is what the shareholders commit to pay in, not a number chosen for effect.

4. Business objectives

These define what the company is permitted to do. Cover what you intend to do in the near future as well, because adding objectives later is a separate registration with its own cost.

5. The office address

It has to be an address that can lawfully be registered, with the owner's written consent to use it. This is where most people get stuck: landlords often refuse, and many condominium rules prohibit registering a business at the unit. If that is the blocker, a rented registered office address solves it.

Documents to gather

• ID card copies for every shareholder and director
• House registration copies for every shareholder and director
• A map of the office location
• Consent to use the premises, with the owner's ID and house registration copies
• A copy of the lease, if the premises are rented
• A specimen of the company seal, if you want one registered

The sequence

1. Reserve the company name
2. Draft the memorandum of association and the incorporation documents
3. Shareholders and directors sign
4. File for registration with the DBD
5. Receive the certificate and the company's statutory documents

With documents ready and signatories available, this is usually a matter of a few working days.

Three things to do straight afterwards

• Open the company bank account. Separate company money from personal money on day one. Mixing the two is the single biggest cause of messy books.
• Register a qualified bookkeeper. A registered entity is required to have one.
• Register for social security once you have employees.

VAT registration becomes mandatory once income exceeds 1.8 million baht a year, though plenty of businesses register from the start because their customers need tax invoices.

In short

The document list is shorter than people fear. What actually takes time is deciding the shareholding, the signing authority and the address. Settle those three and the rest is administration.