Frequently Asked Questions – Company Registration & Minimum Registered Capital

Under the law, a company can be registered with a minimum registered capital of 10 baht, calculated from a minimum share value of 5 baht per share, and must have at least 2 shareholders as legally required. However, in practice, it is advisable to set a higher registered capital according to the type of business and its operations to enhance the company’s credibility. 

What will this article help you understand?

• Minimum registered capital
• Company registration in Thailand for foreigners and Thai nationals
• Post-company registration guidance: next steps for operations
• Changes in company information or documents: in case of amendments or address relocation

For a regular company that is not involved in special businesses and has no foreign shareholders

The registered capital can be set at hundreds of thousands of baht to enhance business credibility, such as when opening a company bank account or applying for loans. It is generally recommended that most limited companies start with a registered capital of 500,000 – 1,000,000 bahtto build trust in their business operations. The exact amount should depend on the company’s size, type of business, and actual operational funding needs to ensure sustainable growth. 

For companies that employ foreign workers or have foreign directors.

The registered capital must not be less than 2 million baht per foreigner if the company wishes to apply for a Work Permit, as required by law. However, there are certain exceptions — such as companies under BOI promotion or other government incentive programs. For more information, you can consult FDI’s experts for comprehensive support on company registration, FBC/FBL license applications, and Work Permit processing for foreign employees.

“10 Frequently Asked Questions and Answers about Company Registration”

Question 1: What is registered capital?

Answer : Registered capital refers to the total amount of capital that the company’s shareholders agree to contribute to the company. This amount is stated in the Memorandum of Association and the company registration documents filed with the Department of Business Development.

Question 2 : What is the minimum required registered capital?

Answer :  The minimum registered capital for establishing a limited company in Thailand is 10 baht, consisting of at least two shares at 5 baht per share. However, in practice, it is recommended to set a higher registered capital to enhance credibility and support business operations. 

Question 3 :  Can foreign shareholders register a company in Thailand?

Answer : It is possible, but if foreign shareholders hold more than 49% of the company, it must be considered whether the business falls under the Foreign Business Act (FBA) or requires a BOI application. In such cases, a license must be obtained before conducting business in Thailand. However, if foreigners hold a minority share compared to Thai shareholders, the registered company is treated as a normal Thai legal entity—for example, 51% Thai shareholders and 49% foreign shareholders. 

Question 4 : Does the company address need to be a physical office?

Answer : It must be a real, verifiable address. Especially when registering for VAT or tax purposes, clear photos of the business premises are required, along with a company name sign as stipulated by law. Using a co-working space or virtual office should be approached with caution due to restrictions and potential inspections by the Revenue Department, as well as government authorities in case of non-compliance. 

Question 5 : What documents are required for company registration?

Answer : The main documents include:

• Company registration forms (e.g., BorJor.3, BorJor.5, etc.)
• Memorandum of Association
• Copies of the ID cards of the shareholders and directors
• Lease agreement for the premises
• Company location map

The specific documents required may also vary depending on the type of business being conducted.

Question 6 : If there is only one shareholder, is it possible to register a company? 

Answer : No. To register a “limited company” in Thailand, there must be at least two founders according to the law (Section 1096 of the Civil and Commercial Code). However, if you want to operate a business alone, you may consider registering as a “sole proprietorship” or a “limited partnership” instead.

Question 7 : If a company has no income but is already registered, is it still required to file taxes?

Answer : A company is required to file taxes after registration, even if it has no income. The company still has the obligation to submit corporate income tax returns (Form P.N.D. 50 and P.N.D. 51) and maintain annual accounting, along with submitting financial statements to the Department of Business Development and the Revenue Department as required.

Question 8 : If the company changes its address, where must it notify?

Answer : You must notify the Department of Business Development (to amend the Memorandum of Association) and the Revenue Department (to update the tax address). Additionally, the Social Security Office should be informed if there are employees, and the Immigration Bureau if there are foreign directors.

Question 9 : Is it necessary to register for VAT from the beginning?

Answer : It is not necessary if annual revenue does not exceed 1.8 million baht. However, if you have foreign clients or large business partners, invoices are usually required. It is recommended to register for VAT from the beginning to enhance credibility and to be able to reclaim VAT.

Question 10 : What steps should be taken after registering a company?

Answer : After registration, you must:

• Register for Value Added Tax (VAT) if annual revenue exceeds 1.8 million baht.
• Obtain a tax identification number.
• Open a bank account in the company’s name.
• Submit Form Por Por 20 (if registered for VAT).
• Maintain accounting records and file monthly and annual tax returns.

Registering a company may seem like a basic step to start a business, but in reality, there are many details that need careful consideration. If you plan to run your business smoothly, having legal and accounting experts or advisors can help establish a solid foundation, allowing your business to grow securely and fully comply with the law. 

Contact Us 

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• E-mail : infojob@fdi.co.th
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