Presently, we are in the era that all countries have been
connected by global economic where numerous investors are eager to seek for new
opportunities to expand their business in developing countries. Since
Thailand is one of the most fabulous options for investment, I hope that this
article may provide the worldwide investors with knowledge pertaining to the
company establishment in Thailand.
Number of shareholders
It seems to be a tiny issue. However, it may cause complexity to the incorporation
procedures. According to Thai Commercial
and Civil Laws, kindly note that it requires minimum 2 individual shareholders
to become the company’s founders in order to incorporate the company
meaning that juristic entity cannot be one of the founders but it is still
allowed to become a shareholder of the company.
Aliens (foreign juristic persons or individual person) are
allowed to own the shares of the company at least 50% of the total or
higher. However, the status of the company will be deemed as a foreign
company and the company’s business activities are limited, unless the foreign business
licenses (FBL) is given to the company before operate its business in Thailand in
compliance with Thai Foreign Business Act B.E. 2542.
Minimum capital
The minimum value of each share imposed by law is only 5
THB. If the shares are held by the
minimum numbers of the initial shareholders, it means that
the company's minimum capital can possibly be 10 THB. However,
that rarely happens in reality. I would like
to suggest that the company should be formed with the sufficient capital for
the business.
Director appointment?
By laws, the director of the company can be appointed or
removed by the majority vote of the shareholders in the shareholder meeting.
The one-third of the total directors must retire from the position in every
year. However, the director who retires from the position can be re-appointed
once more.
In the case that vacancy occurs in the board of directors
otherwise than by rotation, the board of directors is able to fill up such
vacancy. Nevertheless, the new director can retain his/her position in duration
as the removed director was entitled to retain in the same.
Time frame for the company incorporation
Normally, the entire procedures of the incorporation can be completed within a day. Most of delay usually incurs from circulating documents for signature arrangement, requesting for balance certificate from bank, creating company's seal and negotiation for remuneration with auditor.
(Attorney at laws)
Email: rukphons@gmail.com
Tel: +66-95-390-8245
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