A registered limited company is the preferred business structure for most foreign investors in Thailand. It offers the benefits of a legal entity, with financial liability restricted to the amount invested by shareholders.
Registration requires the submission of several documents and compliance with local regulations. The process can be complex and time consuming.
Company name reservation
A company name reservation is one of the first steps to setting up a limited company in Thailand. The Business Development Office in the Ministry of Commerce has guidelines for reserving a name, and it is important to follow these guidelines. The name must not be identical to or resemble a pre-existing registered company or partnership, and it must be available in both English and Thai.
A private limited company is the most popular type of business structure for foreign investors in Thailand. It is similar to a LLC in the US, and offers limited liability for shareholders. It is also a good option for companies that need to gain access to capital and customers in the country.
There are several steps involved in registering a company, and it is best to have the help of a service provider to ensure all requirements are met. Acclime can guide you through the process, and ensure that all documentation is accurate and compliant. This will save you time and money, and will make your business appear more professional to potential customers and partners.
Memorandum of association
The memorandum of association is a crucial document that contains much of the information that is required for the registration of a company. It includes the company name, its objectives and business structure, and personal details of the promoters. It must also include the authorized capital and a statement that states whether the company will be public or private. It must be signed by the minimum number of subscribers that is stipulated in the Companies Act. For a public company, this is seven or more members. For a private company, it is two or more members and for a one-person company, it is a single person.
Once all the information is in place, a statutory meeting can be called to set up the company. The company directors must also submit an application to register the company to the Registry within three months of the statutory meeting. They must also pay the required registration fees. If a foreigner wants to work in the company, they must apply for a work permit. A limited company is a popular form of business in Thailand and offers legal protection for the shareholders.
Articles of association
A company’s articles of association are important documents that a business needs to be registered. They establish the legal identity of the company and specify its purpose. In addition, they contain details on how the company will operate. The articles of association also define quorum requirements for shareholder meetings. For example, a private limited company’s articles may stipulate that there should be at least two directors in order to make decisions.
The articles of association must include the company’s name, address, personal details of the promoters, and authorized capital. They must also specify whether the shares are ordinary or preference shares. In addition, the articles should include a provision for the payment of fees and commissions to directors.
The articles of association are required to be filed with the commercial registrar in order to register a new company. They must be signed by the company secretary and director. The articles of association must also include a provision for the custody and use of the company seal. It should also state how many shareholders are in the company and how much capital each has.
Shareholders’ meeting
During a shareholder’s meeting, the shareholders of a Thai limited company make major decisions for the business. They also decide on the capital structure and ownership of the company. This is important because it determines how much a company can invest. In addition, it establishes whether the company will be a public or private limited company. This type of company limits the liability of the shareholders and protects the assets of the investors.
Among other things, the shareholders’ meetings are responsible for reviewing and approving the annual financial statements and determining the dividend to be paid based on the number of shares held by each shareholder. They are also authorized to allocate the result of the apportionment of profits and determine the amount of compensation for Directors and Statutory Auditors.
Once the share structure has been defined, a statutory meeting is organized during which the Memorandum and Articles of Association are approved, the Board of Directors is elected and an auditor is appointed. If registration of the company is not complete within three months of this meeting, all the money collected from subscribers must be repaid without deduction.
Tax ID card
A Tax ID card is an official document that proves a company’s registration with the Department of Business Development (DBD). The company will receive a unique 13-digit number and will be legally recognised as an independent entity. This means that any agreements or commitments made by the company bind it, and not its shareholders. Having this ID will allow the company to open a bank account and make use of internet banking. To open a bank account, the company will need to have a valid and verifiable address and submit documents showing directors’ identity.
The registration process differs according to the type of legal structure chosen. For example, the requirements for a minimum share capital or VAT registration may vary. Regardless of the type of business, however, it is always best to seek professional help from a firm that specialises in Thai company registration. The experts will be able to guide you through the entire process. In addition, they can help you obtain work permits and a corporate bank account. This way, you can focus on building your business.
