In short
- A Thai company counts as foreign when foreigners hold half or more of its capital (Foreign Business Act B.E. 2542; as of 6 October 2026). Restricted activities need a Foreign Business Licence (FBL), BOI promotion or genuine Thai control.
- An FBL needs at least THB 2 million of capital. The statutory decision period is 60 days, extendable by 60; in practice an FBL takes 4 to 8 months and BOI 2 to 4 (ThaiLawOnline and aimbangkok, 2026).
- Nominee shareholders break the law. Since 1 January 2026 the DBD asks for Thai shareholders' bank statements (aimbangkok; ThaiLawOnline), and Order 2/2569 has applied since 1 August 2026 (LawPlus; Dejudom, August 2026).
- A work permit needs a Non-B visa and a permit tied to a named employer. Applications have been electronic only since 13 October 2025 (Aniday; Vera Visa).
- The 28 August 2026 changes to List 3 did not cover hotels, restaurants, tours or language schools (Thaiger, 14 September 2026; ThaiLawOnline; Lex Bangkok).
Can a foreigner own 100% of a Thai company?
Not everywhere. In restricted activities a foreigner needs an FBL or BOI promotion, and US nationals have a treaty route. A company counts as foreign when foreigners hold half or more of its capital, so Thai control means more than 50% genuinely paid in by Thai shareholders. Terms are as of 6 October 2026 (ThaiLawOnline and Lex Bangkok).
| Route | Foreign share | Typical timing | Conditions |
|---|---|---|---|
| FBL | Up to 100% | 4 to 8 months | Capital of THB 2 million, THB 3 million for Lists 2 and 3 |
| BOI | Up to 100% in the promoted activity | 2 to 4 months | Investment usually from THB 1 million excluding land, reports for 2 years |
| Treaty of Amity | US nationals only | Up to 30 days | THB 3 million capital for work permits |
| Thai control | Under 50% | Depends on DBD paperwork | Thai shareholders pay in their own money |
BOI lets a company be wholly foreign-owned, hold the land it needs for the promoted activity and take a tax holiday of 3 to 13 years, and it exempts the company from the Thai-employee ratio. Foreign funds must arrive within 4 months of approval and the company must be registered within 6 months, with progress reports at 6 months, 1 year and 2 years. Breaches lead to revocation and back taxes (ThaiLawOnline, 27 September 2026).
Which activities stay restricted?
Hotels, restaurants, tour businesses and language schools stay on List 3, so foreign control needs an FBL, BOI promotion or a treaty status. Regulation No. 5, published on 28 August 2026, freed other services, such as Type 1 telecom, treasury centres and intra-group admin, HR and IT work, but not hotels or restaurants (Thaiger, 14 September 2026).
Reported charges after the 20 June 2026 raids on the Andaman coast included holding land through nominees and running unlicensed hotels (Nation Thailand). We classify your activity against the lists before we choose a structure, not after registration.
What does a work permit require from your company?
A foreigner needs a Non-B visa or another status that allows work, plus a permit tied to a named employer. A common benchmark is THB 2 million of paid-up capital and 4 Thai employees per foreigner, checked against Social Security filings at application and renewal. BOI companies and LTR holders are exempt (Aniday; Thaiger, 24 September 2026).
Every application has been electronic since 13 October 2025. These figures are benchmarks, not one rule: the ratio drops for representative offices, certified startups, and foreigners paid at least THB 50,000 a month in a company with THB 1 million of capital (ThaiLawOnline).
American, British and Australian founders
The treaty route is for US nationals: a Treaty of Amity certificate, which the sources put at up to 30 days. It gives no right to land, and sources disagree on whether the DBD documentation order covers treaty companies (ThaiLawOnline; aimbangkok and Dejudom, August 2026). Everyone else, including British and Australian founders, uses an FBL, BOI promotion or genuine Thai control.
What we do
- We classify your activity against the Foreign Business Act lists and choose the route: Thai control, FBL or BOI.
- We prepare the incorporation papers and the DBD package: investment explanation letter, Thai shareholders' statements and the company's account statement.
- We register the company and its tax status: the standard 20% corporate tax (Dejudom), and VAT once turnover passes THB 1.8 million a year, at 7% until 30 September 2027 (PwC; ThaiLawOnline, 6 October 2026).
- We size capital and staff for one work permit and prepare the Non-B and the e-Work Permit.
- In year one we keep the books and check the licences your activity needs. A lawyer licensed by the Lawyers Council of Thailand is responsible for the structure.
Price and scope are on the service card. An example of timing and papers: A company and a work permit in 6 weeks.
