If you are a foreigner who has been approved a foreign business license or foreign business certificate according to Thailand Foreign Business Act B.E. 2542, you need to pay attention to the following issues which are your duties/responsibilities:
1. Foreign Business License / Certificate
1.1 The license / certificate must be on display at the place of business operation.
1.2 If the license / certificate is damaged or lost, an application for a replacement must be filed with the Registrar within 15 days.
2. Conditions accompanying the approval of foreign business operation
2.1 The total loan utilized in the permitted business operation must not exceed seven times of the total amount imported for use in the permitted business.
2.2 At least one of the persons responsible for the business operation in Thailand must have a residence in the Kingdom of Thailand.
3. Bringing the minimum capital into Thailand to start the business operation
3.1 Time frame: The licensee who is a natural person or a juristic person who is not registered in Thailand must bring in the minimum capital from the day he has been approved or starts the business operation within the following time frame:
(1) If the approval to operate the business is for less than 3 years, the minimum capital must all be brought into Thailand within 6 months.
(2) If the approval to operate the business is for 3 years or more, the minimum capital must be brought into Thailand as follows:
– Within the first 3 months, at least 25% of the minimum capital
– Within the first year, a total of 50% of the minimum capital
– In the 2nd and 3rd year, at least 25% of the minimum capital within each year
100% of the minimum capital must be brought in within the three-year period.
The minimum capital must be converted into Thai Baht using the exchange rate on the date it is brought into Thailand.
Note that the above time frame does not apply to a Treaty of Amity company.
3.2 The evidence showing the amount of minimum capital brought into Thailand must be presented within 15 days from the date of transfer.
4. Changes in the registered information
4.1 If the company discontinues its operation, it must inform the Registrar within 15 days.
4.2 If the company moves its address or place of operation, it must inform the Registrar within 15 days.
4.3 It is advised that the company inform the Registrar in case it changes the person responsible for its operation in Thailand.
4.4 It is advised that the company inform the Registrar in case it changes its name.
4.5 It is advised that the company inform the Registrar in case it has a branch office.
5. Compliance when the competent officials send letters to ask questions or summon documents or evidence
The licensee has the duty to report the result of business operation and report the result of the technological transfer when the competent officials send letters to question or summon documents or evidence necessary for audit .
6. Preparing of accounts and filing of financial statements
Juristic persons set up under the laws of foreign countries have to file their audited financial statements within 5 months from the accounting year-end. Thai companies have to file them within 1 month from the date they were approved by the general shareholders’ meeting.
Penalties
- Failure to comply with 1, 4.1, 4.2 and 5 may result in a fine of not more than Baht 5,000 (Sections 39 and 40)
- Failure to comply with 3 may result in a fine of Baht 100,000 to Baht 1,000,000 and Baht 10,000 to Baht 50,000 daily until compliance (Section 38)
- Failure to comply with 6 may result in a fine of not more than Baht 50,000
- The foreigner who has been punished according to the Foreign Business Law will lack the qualification per section 16, which may result in the revocation of the license / certificate.
Contact MSNA for any questions about foreign business law in Thailand.