Starting a Business in Thailand as a Foreigner – Visas, Company Setup & Tax Rules

Starting a Business in Thailand as a Foreigner – Practical Guide for Investors & Entrepreneurs

Opening a business in Thailand as a foreigner can be highly rewarding, especially in fast-growing cities like Pattaya. However, it involves specific rules on company structures, visas, capital, money transfers and tax compliance. This article gives you a clear, professional overview so you know what to expect before you invest.

1. Legal Framework: What Foreigners Can and Cannot Do

Thailand regulates foreign ownership under the Foreign Business Act (FBA). In many service-sector and trading activities, a company is considered “foreign” if non-Thai shareholders hold 50% or more of the shares. In those restricted sectors, a foreign company normally needs a Foreign Business Licence or special approval (for example via the Board of Investment – BOI) to operate. Wikipedia

Because this licence is not easy to obtain, most foreign investors use one of these approaches:

• Thai-majority limited company – At least 51% of shares held by Thai nationals. You can still protect foreign investors with preference shares, shareholder agreements and control over director positions.

• BOI-promoted company – For certain industries (tech, manufacturing, high-value services). BOI promotion can allow up to 100% foreign ownership and gives tax and non-tax incentives.

• Representative office / branch office – For market research, quality control or supporting the head office. These entities have limited permitted activities and strict rules on funding.

Choosing the right structure is the first strategic decision and should be done together with a lawyer and tax adviser.

2. Company Registration & Minimum Capital

A standard Thai limited company is registered with the Department of Business Development (DBD). Typical steps:

1. Reserve company name.

2. Prepare Memorandum of Association and list of shareholders.

3. Hold statutory meeting and register the company.

4. Register for tax and, if applicable, VAT.

When a company will sponsor work permits for foreign directors or employees, the authorities generally expect:

• Paid-up capital of at least 2 million THB per foreigner, and

• Around four Thai employees per foreign work permit (these ratios can vary by visa category and type of entity). Acclime Thailand

These are practical thresholds used by labour and immigration offices, not just “paper rules”, so serious investors should plan that capital and staffing from the beginning.

3. Visas and Work Permits for Foreign Business Owners

To legally work in your Thai company, you need both the right visa and a work permit.

3.1 Non-Immigrant “B” (Business) Visa

The classic route is the Non-Immigrant B visa, which can be issued as:

• Single-entry 90-day visa to enter and set up the company;

• Later extended in Thailand to a one-year extension of stay once the company meets capital, revenue and employment criteria.

The company must provide corporate documents, proof of registered capital, office address and sometimes evidence of real operations. PwC Tax Summaries

3.2 Work Permit

After entering on a Non-B visa, you apply for a work permit tied to your specific company, position and address. Working in Thailand without a permit is illegal even if you are a shareholder or director.

3.3 Alternative Options: SMART & LTR Visas

For certain types of investors and specialists, Thailand offers special long-term visas such as:

• SMART Visa – for tech entrepreneurs, investors and highly skilled professionals meeting specific investment or salary thresholds. It can provide up to four years’ stay without a separate work permit. Nishimura & Asahi

• LTR (Long-Term Resident) Visa – targeted at high-wealth individuals and professionals; may be relevant for large investors planning long-term residence.

These programmes can be attractive, but the qualifying criteria are strict, so most small and medium investors still use the Non-B + work permit route.

4. Bringing Money into Thailand & Repatriating Profits

4.1 Injecting Capital

Corporate capital and large investments are usually transferred from overseas into a Thai bank account. For foreign currency transfers above certain thresholds (for example, USD 50,000 or equivalent), Thai banks must issue a Foreign Exchange Transaction Form (FET form) or equivalent record. Bot

Keeping these forms is important because they are often required later for:

• Repatriating dividends or sale proceeds abroad;

• Proving the foreign origin of funds;

• Supporting applications for certain visas or BOI incentives.

Thailand does not impose strict limits on bringing foreign currency into the country, but large transfers must comply with Bank of Thailand reporting rules. Bot

4.2 Taking Money Out

Profits can usually be repatriated after paying Thai taxes and fulfilling any conditions under the FBA or BOI promotion. Banks will ask for:

• Tax payment evidence;

• Shareholder resolutions / dividend declarations;

• The earlier FET forms.

  

Planning the flow of funds with an accountant and lawyer helps avoid delays later.

5. Tax & Accounting for Foreign-Owned Companies

5.1 Corporate Income Tax

For most companies, Thailand’s standard corporate income tax rate is 20% on net profits, with reduced rates for some small and BOI-promoted entities. Wise

Companies must:

• Keep proper Thai-language accounts;

• File annual audited financial statements;

• Submit corporate tax returns and advance payments.

  
  

5.2 VAT & Other Taxes

Value Added Tax (VAT) currently applies at 7% (a temporarily reduced rate that has been extended several times) on goods and services for businesses whose annual turnover exceeds a registration threshold.

Other common taxes include:

• Withholding tax on certain service payments and dividends;

• Specific Business Tax for particular activities (e.g., financial services);

• Personal income tax on salaries and director fees.

Ignoring Thai tax rules is one of the fastest ways to jeopardise a new business, especially where foreign shareholders and cross-border payments are involved.

6. Practical Considerations for Foreign Investors

When opening a business in Thailand as a foreigner, you should also consider:

• Real office vs. “virtual” office – Immigration and labour officers often inspect your registered address.

• Local partners – If you use Thai majority shareholders, they must be genuine partners, not “nominees”; using nominees is illegal under the FBA. Wikipedia

• Sector-specific licences – Hotels, schools, restaurants with alcohol, real estate agencies and other businesses require additional local licences.

• Long-term planning – Think about exit strategy, inheritance, and whether you will later sell the company or the underlying assets.

  
  

7. How SIRIAM GROUP Can Help

Setting up a Thai company as a foreigner is possible—but it’s not a DIY process. A coordinated team handling legal, tax and investment aspects will save you time, money and risk.

At SIRIAM GROUP we combine:

• Business & investment structuring – helping you choose between Thai limited company, BOI promotion, hotel / hospitality structures, holding companies and more.

• Legal execution through our partner firm Pattaya Legal Consultants – company registration, FBA and sector licences, shareholder agreements, visas and work permits.

• Real-estate and project support via Top Thai Real Estate for investors who need land, hotels, apartment buildings or commercial properties to house their new business.

You can learn more about our group at https://www.siriamgroup.com, our property arm at https://www.topthairealestate.com, and our legal services at https://www.pattayalegalconsultants.com.

8. Final Thoughts

Starting a business in Thailand as a foreigner is absolutely achievable if you:

1. Understand the ownership rules and FBA restrictions;

2. Choose the right company structure and capital;

3. Secure the correct visa and work permit;

4. Plan money transfers and repatriation in line with Bank of Thailand rules;

5. Stay compliant with Thai tax, accounting and licensing.

   
   

This article is a general overview and not legal advice. Regulations change and local practice differs by province and industry. Before you invest, speak directly with a qualified adviser.