Start Here: How to Set Up a Business in Thailand

At a Glance

  • Who it's for: Foreign investors, entrepreneurs, and business owners planning to establish operations in Thailand
  • Key steps: Choose entity type → Register company → Tax registration → Social security → Work permits → Ongoing compliance
  • Typical timing: 2-6 weeks for standard limited company registration
  • Government fees: ฿5,000-฿25,000 for basic registration (varies by capital and entity type)

Business Entity Types in Thailand

Limited Company (บริษัทจำกัด)

The most common structure for foreign-invested businesses. Requires minimum 3 shareholders, with foreign ownership restrictions under the Foreign Business Act¹.

Key features:

  • Minimum registered capital: ฿2 million for companies with foreign shareholders
  • Limited liability protection
  • Separate legal entity
  • Can apply for BOI promotion

Public Company (บริษัทมหาชนจำกัด)

For larger enterprises planning to go public. Higher capital requirements and more stringent reporting obligations².

Partnership (ห้างหุ้นส่วน)

Less common for foreign investors due to unlimited liability exposure. Two types: ordinary and limited partnerships.

Representative Office

For market research and liaison activities only. Cannot generate revenue in Thailand³.

Branch Office

Extension of foreign parent company. Restricted activities under Foreign Business Act⁴.

Government Agencies: Who Does What

Department of Business Development (DBD)

  • Role: Company registration, annual filings, business certificates
  • Key services: e-Registration system, company name reservation, shareholders list updates
  • Website: dbd.go.th

Board of Investment (BOI) / OSOS

  • Role: Investment promotion, foreign business licenses, one-stop services
  • Key services: BOI promotion certificates, Foreign Business License applications
  • Website: osos.boi.go.th

Revenue Department (RD)

  • Role: Tax registration, VAT, corporate income tax
  • Key services: Tax ID registration, VAT registration, e-filing systems
  • Website: rd.go.th

Social Security Office (SSO)

  • Role: Employer and employee social security registration
  • Key services: SSO number issuance, monthly contribution processing
  • Website: sso.go.th

Ministry of Labour / Department of Employment

  • Role: Work permits, labor law compliance, employer registration
  • Key services: Work permit applications, WP.3 pre-approval forms
  • Website: mol.go.th

Step-by-Step Business Setup Flow

Phase 1: Pre-Registration Planning

  1. Determine entity type based on business activities and ownership structure
  2. Check Foreign Business Act restrictions - List 1, 2, or 3 activities
  3. Assess BOI eligibility for promoted activities and incentives
  4. Plan shareholding structure to comply with foreign ownership limits

Phase 2: Company Registration (DBD)

  1. Reserve company name through DBD e-Registration system
  2. Prepare incorporation documents - memorandum and articles of association
  3. Submit registration with required capital and director information
  4. Obtain business registration certificate and tax ID number

Phase 3: Tax and Regulatory Setup

  1. Register for VAT if annual turnover exceeds ฿1.8 million
  2. Register as employer with Social Security Office
  3. Obtain necessary licenses specific to business activities
  4. Open corporate bank account with registration documents

Phase 4: Employment and Operations

  1. Apply for work permits for foreign employees
  2. Register employees with Social Security Office
  3. Set up accounting systems for statutory compliance
  4. Begin operations with proper invoicing and record-keeping

Which Path Is Right for You?

Local SME (Thai-majority ownership)

  • Best for: Service businesses, retail, restaurants
  • Route: Standard DBD registration → Tax registration → Operations
  • Considerations: Simpler process, lower barriers, limited foreign ownership

Foreign Investor with Thai Partner

  • Best for: Joint ventures, manufacturing, import/export
  • Route: DBD registration with 49% foreign limit → FBL if needed → Operations
  • Considerations: Need trustworthy Thai partners, complex shareholding structures

BOI-Promoted Investment

  • Best for: Manufacturing, technology, targeted services
  • Route: BOI application → OSOS one-stop → Enhanced incentives
  • Considerations: Longer process, specific activity requirements, significant benefits

Treaty of Amity (US Investors)

  • Best for: US nationals in service sectors
  • Route: Amity registration → Majority US ownership allowed → Operations
  • Considerations: Limited to specific activities, US citizenship required⁵

Representative/Branch Office

  • Best for: Market research, liaison, regional coordination
  • Route: BOI/MOC approval → Limited activities only
  • Considerations: Cannot generate revenue, strict activity restrictions

Common Pitfalls to Avoid

Inadequate capital planning: Ensure sufficient registered capital for work permit requirements (typically ฿2 million minimum for each foreign employee).

Foreign Business Act violations: Many activities require Foreign Business License or BOI promotion. Check restrictions early.

Nominee arrangements: Using Thai nominees to circumvent foreign ownership limits carries legal risks and potential penalties.

Incomplete tax registration: Failing to register for VAT when required can result in penalties and complications.

Employment law non-compliance: Foreign employees must have proper visas and work permits before starting work.

Next Steps

  1. Choose your entity type based on business activities and ownership preferences
  2. Review foreign ownership requirements and licensing needs
  3. Prepare required documents and capital
  4. Begin DBD registration process or BOI application if eligible
  5. Set up tax and social security registrations after incorporation

Sources:

  1. Department of Business Development - Company registration procedures and requirements
  2. Board of Investment OSOS - Investment promotion and one-stop services
  3. Revenue Department - Tax registration and obligations
  4. Social Security Office - Employer registration requirements
  5. Ministry of Labour - Employment and work permit regulations

Legal Disclaimer: This information is a summary of official guidance from Thai government sources. In case of discrepancy, the official source prevails. Business regulations and fees change frequently—always verify current requirements on official websites before making business decisions.