An Act Amending the Civil and Commercial Code (“Amendment”) by introducing changes to corporate governance and transactional rules in private limited companies, as well as by introducing a two-part merger concept to replace the former amalgamation concept, was published in …
During this COVID-19 crisis, working from home, e-transactions and e-meetings (meetings held through electronic devices) are commonplace business practice because these activities satisfy Thailand need for social distancing to reduce or eliminate the risk of infection from COVID-19. Now that …
In response to the COVID-19 crisis, Thailand has imposed measures limiting both international and domestic travel, which in turn have impacted companies’ operations, including meeting the statutory requirements for holding an annual general meeting of shareholders (AGM). These meetings must …
By Piyawannee Watanasakolpunt and Sudthapa Thanathanya The Public Limited Company Act of 1992 requires that a board of directors meeting of a public limited company may only be summoned by a chairman of the board. In practice, this requirement …
By Piyawannee Watanasakolpunt and Sudthapa Thanathanya Thailand-based businesses looking to combine operations have been unable to take advantage of a tool found in many other jurisdictions – merger. Instead, businesses have often been forced to choose from less attractive choices, such …
By Piyawannee Watanasakolpunt and Sudthapa Thanathanya The Thai Office of the Council of State has made further proposals to simplify corporate administration by proposing a bill to amend the Civil and Commercial Code (CCC), the main statute governing the incorporation and …
By Piyawannee Watanasakolpunt and Norrapat Werajong Thailand’s Department of Business Development (DBD) is gradually migrating its services to the digital environment. Last year saw the introduction of electronic filing of the annual financial statements of private limited companies as discussed …
By Piyawannee Watanasakolpunt and Sudthapa Thanathanya This is our second installment highlighting efforts of the National Council for Peace and Order (“NCPO”) to facilitate business operations in Thailand. As mentioned in our first installment covering changes to the Civil and …
By Piyawannee Watanasakolpunt and Sudthapa Thanathanya In a move aimed to facilitate business operations in Thailand, the National Council for Peace and Order (“NCPO”) issued order no. 21/2560 on 4 April 2017 with immediately effect to amend provisions of the …
On 24 January 2017, the cabinet approved a draft of the Incorporation of Single Person Companies Act (the “Draft Act”). The purpose of this Draft Act is to support small and medium enterprises (“SMEs”) by allowing a legal entity to …
The steps required to establish a private limited company in Thailand are: Reservation of Name The first step involved in establishing a Thai company is to file via online an application to register the company’s proposed name(s) with the Registrar …
The Bankruptcy Act has been amended to help small and medium size entities (SMEs) enter into the rehabilitation process in Bankruptcy Act No. 9 B.E. 2559 (2016) (“the amendment”), which became effective on 25 May 2016. Debtor Various types of …
Under Thai law, the corporate governance and filing requirements for a Thai private limited company (the Company) can be classified into two categories, namely: (a) regular items, and (b) occasional items. Regular corporate governance matters and filings consist of the …
As part of their annual corporate compliance requirements, Thai private limited companies have been required to file a copy of their audited financial statements along with a form Sor Bor Chor 3 with the Department of Business Development (DBD). Starting …
Thai law historically required that a Thai private limited company have at least seven shareholders. In 2008, a change in the law reduced the minimum number of shareholders to three. However, even this reduced requirement can create problems for foreign …
A bill proposed by Thailand’s National Council for Peace and Order (NCPO), which has since been approved by the National Legislative Assembly (NLA), reduces the potential liabilities faced by persons in Thailand providing guarantees or mortgaging their real property for …
The International Road Carriage Act B.E. 2556 (the “IRC Act”) is a new law on international land transport that will become effective on 18 March 2014 (90 days after its publication in the Royal Gazette). The IRC Act does not …
The Department of Business Development (the “DBD”) (in Thai: กรมพัฒนาธุรกิจการค้า) is one of the Thai government agencies that most Thais and foreigners doing businesses in Thailand have to deal with most frequently. This article explains, in a nutshell, what the …
Many countries require that documents originating from or signed in another country be notarized before they can be officially used or legally recognized – a requirement that is clearly problematic if the originating country or country where the document is …
There has been a general change in the Thai regulatory environment where regulations that had not been consistently enforced in the past are now starting to be enforced on a more regular basis. A good example of this change has …
Thailand’s Foreign Business Act [FBA]…provides that “alien companies”…are not allowed to engage in a wide range of business activities…There is a significant exception however to the restrictions imposed by the FBA under the [Amity Treaty between Thailand and the U.S.] …
On 25 October 2011, the Thai cabinet approved the following BOI tax incentives in an attempt to restore the confidence of foreigner investors after the flooding crisis. 1. General Measures for Business Operators Affected by the Flood The following tax …
Security is collateral that is provided to guarantee fulfillment of an obligation. The obligation is often a debt, but this is not always the case. The term "mortgage" is often used interchangeably with the term "security". From the perspective of …
A foreign investor has a variety of business structures to choose from when doing business in Thailand. The type of entity an investor chooses will depend on what best suits the particular needs of that investor. Some of the legal …
Amendments to the Civil and Commercial Code were published in the Government Gazette on 3 March 2008 and became effective on 1 July 2008. Generally, the amendments aim to simplify both the registration requirements and ongoing corporate governance requirements for …
On 10 September 2008 the Department of Business Development of the Thai Ministry of Commerce (MOC) issued a notification (the Notification) that is potentially troublesome for Thai private limited companies with directors residing in different countries, a common feature of …
A summary of Thai Corporate Governance laws that appeared in the 2011 edition of Getting the Deal Through, which can be accessed at: www.GettingTheDealThrough.com, authored by Andrew Wynne and Poosit Luengruengtip. Read the PDF Click here to download Adobe PDF …