Foreign Company Ownership In Thailand
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Foreign Company Ownership In Thailand

a foreign company being run by two ladies who are sitting working in front of a computer

Is it possible to set up a foreign company in Thailand?

Thailand continues to attract international entrepreneurs and investors, but one question always comes up:
Can foreigners fully own a Thai company?

Under the Foreign Business Act (FBA), most Thai companies must be at least 51% Thai-owned. However, there are several exceptions that allow 100% foreign company ownership if you qualify under specific legal structures.

1. BOI-Promoted Companies

The Thailand Board of Investment (BOI) offers one of the most flexible paths to full foreign ownership. Investors in priority industries, such as: technology, advanced manufacturing, logistics, and research & development can hold 100% of their Thai company.

Key Benefits of BOI Promotion:

  • Corporate income tax holidays

  • Import duty exemptions on machinery and raw materials

  • Simplified visa and work permit processes

BOI approval comes with a Foreign Business Certificate (FBC), which applies only to your approved business activities. Any services outside that scope may still face restrictions. The process takes around 6 months and 1 month for the FBC.

2. U.S.–Thai Treaty of Amity

For U.S. citizens and companies, the 1966 U.S.–Thai Treaty of Amity provides a direct route to 100% ownership and “national treatment” in most business activities. This route also covers sole proprietorships.

However, exclusions apply. Businesses under the treaty cannot operate in:

  • Communications

  • Domestic transportation

  • Fiduciary services

  • Banking with deposit-taking

  • Land ownership

  • Natural resource exploitation

Eligible companies must register under the treaty through Thailand’s Ministry of Commerce before commencing business.

 

3. Foreign Business License (FBL)

If your company is not eligible for BOI promotion or the Treaty of Amity, you can still apply for a Foreign Business License (FBL). The process for this is usually around 9 months.

The FBL is reviewed on a case-by-case basis, with approval depending on:

  • Investment amount

  • Employment of Thai nationals

  • Contribution to technology and the Thai economy

Capital requirements:
A foreign-owned company typically needs THB 2 million in minimum capital, or THB 3 million / 25% of the first three years’ projected expenses (whichever is higher) for restricted activities.

 

4. Branch Office

A Branch Office in Thailand functions much like a local limited company, but without shareholders or directors. It operates under the authority of its foreign parent company, which assumes full responsibility for the branch’s activities.

Requirements:

  • Ensure its planned business activities comply with Thai laws and restricted-sector rules.

  • Address local tax obligations, including corporate income tax on Thai-sourced revenue.

  • Bring in a minimum capital of THB 5 million, typically remitted in stages over five years. 

5. Representative Office

A Representative Office also allows full foreign ownership but cannot generate revenue in Thailand. It is limited to non-commercial functions such as:

1. Sourcing products

2. Quality and quantity control

3. Advising on parent company products or services

4. Disseminating business information

5. Reporting on Thai market trends

Rep offices are still required to report basic accounting but as they are not allowed to issue invoices, it makes the process much simpler.

6. What If You Aren’t Eligible For Any Option?

If you don’t qualify under one of the above categories, a Thai Limited Company must remain majority Thai-owned (at least 51%).

Since 2023, Thai company law requires only two shareholders (previously three), simplifying the setup process while maintaining compliance with the FBA.