Background - BOI Company
The Thailand Board of Investment (BOI) has the power under Thailand laws to grant special privileges allowing foreigners to own 100% of a company limited.
A company can be registered by the applicant either before or after receiving initial approval from the BOI.
The BOI will issue the BOI license only after a company has been registered, a company bank account has been set up and the registered capital paid into the company bank account.
How to register a BOI company in Thailand?
A summary of the steps that should be taken to register an American treaty company are as follows:
- The first step is to submit an application for a license to the BOI.
- After obtaining initial approval from the BOI, the investor must register a company to obtain the BOI license.
- All Thai companies are required to have a minimum of two shareholders and one director including BOI companies.
- BOI companies can be 100% foreign owned, but should follow the information provided in the application submitted to the BOI.
- Foreigners can be the director of a BOI company.
- Organize the required information of the shareholders and director including name, birthday, passport number or Thai ID card number, address, phone number, email address, citizenship and occupation.
- Choose a company name that includes the words "Ltd.", "Limited", "Co., Ltd." or "Company Limited". If you use the word "Thailand" in your company name it must be in brackets "(Thailand)".
- Obtain a commercial address in Thailand for registering the company.
- Decide how much your company's registered capital will be. The minimum capital required for a BOI company is 1,000,000 Baht. However, we recommend our clients invest at least 10,000,000 Baht to improve their chances for approval.
- A BOI company is required to pay up 100% of its investment capital prior to issuance of the BOI license.
- Decide on the fiscal year period. The fiscal year period can either be from January to December or starting in the month of registration and ending 12 months later.
- Decide on how many signatures will be required to legally bind the company. We normally recommend our SME clients to use only one signatory and for larger multinational companies to use multiple signatories. Note you can also set a limit on the Baht value amount a signatory can legally bind the company. For example, you could have a single signatory sign to legally bind the company for amounts less than 10,000 Baht or any other amount that is practical.
- Decide whether your company wants to use a company stamp. Contrary to popular belief, a company stamp is not required to be used in Thailand. We do not recommend our clients use a company stamp as the stamp and ink pad must be used when signing on behalf of the company which creates an extra unnecessary administrative burden.
- Document pre-operating expenses and include such information in the company registration application. If you fail to include pre-operating expense information in application, then such expenses will not be deductible for corporate income tax purposes. We recommend our clients only to include pre-operating expenses such as legal fees, government fee and VAT otherwise it can cause issues and delays upon registration.
- After the company is registered, a company bank account can be opened. Generally, only a Thai citizen or foreigner with a work permit can usually open a company bank account. However, Thai banks will open a company bank account for a foreigner without a work permit if they have the initial approval documents from the BOI and are listed as the company director.
- After the company bank account is set up, the company's capital must be deposited.
NNP Group - Scope of Service
Our BOI company registration service includes the following:
- Consulting on shareholding structure, contracts, visa & work permit, tax returns, accounting, audit & corporate compliance.
- Register company with the Ministry of Commerce (MOC).
- Translate company registration papers from Thai to English.
- Obtain corporate income tax ID number.
- Provide contacts for a Thailand accountant and auditor service.
- Correspondence by email, telephone and in person meetings when necessary.