Transferring title of condo in "Company name"

[soistalker]

My wife and I are buying a condo in Pattaya in Company name. We are unsure how the condo is transferred from the company to us, as we have no company. Do we need a lawyer to set up a company for us? Has anyone here done this kind of purchase of a condo in Company Name? What is the procedure? 

[Peterw42]

You are simply transferring the ownership of the company, nothing to do with the land office or land office fees. you are buying a company that owns a condo. one day the seller owns the company, next day you own the company.

 

If you want to buy the condo "from" the sellers company into your name then thats a sale involving the land office and fees etc.

 

Unless its a great price or there is no foreign quota in the block, why not look for a proper foreign title condo. 

 

Company ownership means you own 49% of the company, Thai wife or partners etc own the other 51%. Usually the company is setup so the 51% cant sell without your permission etc.

 

 

Edited May 30, 2019 by Peterw42

[Halfaboy]

Make sure that the company does not include hidden debts as loans or mortgages....

[KittenKong]

5 hours ago, soistalker said:

My wife and I are buying a condo in Pattaya in Company name. We are unsure how the condo is transferred from the company to us, as we have no company. Do we need a lawyer to set up a company for us? Has anyone here done this kind of purchase of a condo in Company Name? What is the procedure? 

If you dont know what this involves then you probably should not be doing it. There are many potential pitfalls.

 

Perhaps you would better off just buying the condo from the company and putting it in your wife's name? You could even put it into your name if the farang ratio in the building is low enough. And then the person who currently owns the company is left to do what he wants with it at his own expense, and good luck to him. Also you can be sure that the condo unit itself has no unpaid debts to the building.

 

Potential downsides to buying an existing company are past unpaid taxes, future taxes and accounting fees, unknown liabilities and debts, and not knowing who owns and controls the 51% Thai part. Some of that also applies to setting up a new company. Also using a non-trading company to buy residential property may be illegal and may be subject to investigation later.

 

Nothing on earth would tempt me to get involved with any of that.

Edited May 30, 2019 by KittenKong

[NoBrainer]

Maybe what the OP means is that he is buying a Non-Farang ration condo, and needs to put it into a company name.

His post is not very clear.

 

That would be a totally different story than the replies above refer to.

Edited May 31, 2019 by NoBrainer
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[Peter Aherne]

Yeah, the OP is not totally clear - from what I can see there are three possible options:

1) OP buying condo from company - Easy, if the condo is within the farang ownership percentage then buy it personally. If not then possible buy it in the wife's name. 

2) OP Buying company which owns condo - presuming that this is being done because the farang ratio if filled then as pointed out above, rife with pitfalls. Needs to be 3 shareholders so you would probably have wife 50%, you 49% and AN.Other 1%. bus as stated above, you have no idea what this company may be involved in, debts etc. Also, the company should have some Thai employees (Wife as shareholder/director does not count) so likely need at least one. 

3) OP setting up company to buy condo owned by another company/individual - again, assuming you would only do this as if necessary - probably safer than option 2 but yes then you need a lawyer to set the company up, 1-2million THB paid up capital (some ways around this by taking it back as a company loan).

 

My understanding of the law is that if the company that ends up owning the property is essentially a non-trading company then this is technically illegal so would be the case for 2 & 3 above. Will it matter, very good chance not form reports here and elsewhere. However, if it does happen extremely good chance of bye bye condo.

 

Cheers,
peter.

 

 

[Delight]

 It must be an everyday transaction for a farang to buy an existing condo which is part of a company.

The process. All the following will take place in a lawyers office. The seller will of course be there.

Stage 1 -you will transfer the agreed price to a bank account as specified by the seller. The seller will need absolute proof that the money is with him.

Stage 2 The Seller will have to sign many documents

Stage 3 You will also sign many documents

Stage 4 The lawyer has to be paid -typically less than 10000Baht

End of process.

The seller is only selling that which he owns i.e. his share allocation and his voting rights.

These will now be in the name of the new owner i.e you.

The rest of the share allocation is not touched.

It is technically possible that there are difficulties with the company. Maybe it has never been audited

These difficulties are extremely rare.However the company needs to be checked -probably by an accountant -to ensure that it is clean. This to be organised by you prior to making an offer.

[khunPer]

5 hours ago, Peter Aherne said:

Yeah, the OP is not totally clear - from what I can see there are three possible options:

1) OP buying condo from company - Easy, if the condo is within the farang ownership percentage then buy it personally. If not then possible buy it in the wife's name. 

2) OP Buying company which owns condo - presuming that this is being done because the farang ratio if filled then as pointed out above, rife with pitfalls. Needs to be 3 shareholders so you would probably have wife 50%, you 49% and AN.Other 1%. bus as stated above, you have no idea what this company may be involved in, debts etc. Also, the company should have some Thai employees (Wife as shareholder/director does not count) so likely need at least one. 

3) OP setting up company to buy condo owned by another company/individual - again, assuming you would only do this as if necessary - probably safer than option 2 but yes then you need a lawyer to set the company up, 1-2million THB paid up capital (some ways around this by taking it back as a company loan).

 

My understanding of the law is that if the company that ends up owning the property is essentially a non-trading company then this is technically illegal so would be the case for 2 & 3 above. Will it matter, very good chance not form reports here and elsewhere. However, if it does happen extremely good chance of bye bye condo.

 

Cheers,
peter.

What Peter says is right.

 

Be careful to take over a Thai company limited, preferably buy a condo within the foreign holding quota and pay the transfer fee – normal procedure is that seller pays the tax at the Land Office – as keeping a Thai company limited, apart from above mentioned, require that you make annual statements, and probably pay a little company tax, which will cost you fees for accountant and auditor every year that easily could be up to 20,000 baht (or more).

 

If me, and the condo is not within the 49% quota allowed for foreign holding, I would look for another condo; alternatively let it be assigned to wife's name, being aware of trust in wife, and risk for loosing half of investment in case of divorce (if other prenuptial agreements has not been made).

 

On 5/30/2019 at 3:46 AM, soistalker said:

What is the procedure?

Transfer of property is made at the Land Office, and a company – eventually represented by a lawyer, or another person, with power of attorney – transfer the property to buyer's name. Tax are normally paid by seller, transfer fee (about 2 percent) is normally paid by buyer, and stamp duty (circa 0.5 percent) can be agreed to either part, or shared. Who pays what fees should be stated in the sales agreement. You can check fees in advance, they are based on either the land office's appraised value of the property, or the actual sales price, whatever is highest. Apart from a deposit made upon signing of sales agreement, payment takes place after the Land Office has registered the transfer, and the new owner has a title deed with the new owners name on the back (often advised to let a third party translate the Thai letters of owner's name as double check of correct registration). Transfer can be made in cash, or by bankers cashier's cheque, or a bank gurantee transfer – its best to agree in advance how payment shall be settled.

 

Often its good practice to let a lawyer perform due diligence before you take over property, or buy a company limited.

????

[DJ54]

Looks like the couple are buying a condo from a company. Not to be put in company name ( OP states they have no company). 

[KittenKong]

5 hours ago, Delight said:

It is technically possible that there are difficulties with the company. Maybe it has never been audited

These difficulties are extremely rare.

Rare in your universe, perhaps. In the real world such difficulties are more common.

 

I know several people who have been defrauded out of all or part of the value of their company-owned property, or who have received tax large unexpected tax bills. I know no one who has had any such problem with ownership in their own name.

[ThomasThBKK]

If you really want to go down that company route which you shouldn't without hiring a good intl lawyer first - at least create a new company that is legit with non-nominee shareholders that you actually know. Then buy the property from the old one to the new one.

 

Else the catastrophe is imminent...don't buy anything here without due diligence.

[khunPer]

2 hours ago, ThomasThBKK said:

If you really want to go down that company route which you shouldn't without hiring a good intl lawyer first - at least create a new company that is legit with non-nominee shareholders that you actually know. Then buy the property from the old one to the new one.

 

Else the catastrophe is imminent...don't buy anything here without due diligence.

Transferring the property to a new company means that business tax and transfer fee need to be paid, i.e. more than 5 percent of the price/value; however one start out with a clean company limited.

[ThomasThBKK]

Transferring the property to a new company means that business tax and transfer fee need to be paid, i.e. more than 5 percent of the price/value; however one start out with a clean company limited.

Yes and that's why they should just buy a condo in farrang quota [emoji120]

Not worth to deal with this imo. Alone the auditing costs each year...the company they take over is 99% wrongly structured anyway.

If they ever want to move to forreign quota they need to sell from the company and pay all that anyway.


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[newnative]

   I don't know your situation regarding this particular condo.  If this is absolutely the only condo that will make you and your wife happy, then I would reluctantly say go ahead and buy it.  if not, I would suggest  looking for a condo in foreign quota that you can buy in your name.

     Foreigners are forced to use the company name process to buy a house in Thailand and they have to jump through all the hoops that are involved with the whole fake pretend company rigamarole that goes with setting up a fake company business--including finding 3 Thai fake 'directors', etc.  And, it is ongoing year after year.  Fake business reports and yearly expenses to pay.  They do it because they really, really want a house.   

     You, however, are buying a condo.  You are allowed to buy a foreign quota condo in your name. You don't need to go through all that mess, all that fake and perhaps not quite legal business.  All that uncertainty as to what exactly you actually own.  Do I own a condo or a fake company?  If the condo you have your eye on is not totally the bees knees, nothing else will do, why not look for something in foreign quota that you can actually own?  I can tell you from experience that a foreign quota condo will, in most cases, be easier to sell down the road should you ever decide to sell.  Many buyers will only look for a foreign quota condo, for some of the reasons I have mentioned.  Good luck whatever you decide.

[KhaoYai]

14 hours ago, Peter Aherne said:

My understanding of the law is that if the company that ends up owning the property is essentially a non-trading company then this is technically illegal so would be the case for 2 & 3 above. Will it matter, very good chance not form reports here and elsewhere. However, if it does happen extremely good chance of bye bye condo.

Your understanding is correct.  No doubt there will be many posts from people saying they've owned property via a company for many years without a problem - they are just lucky and will probably remain OK. However, who knows what could go wrong? Its not as if we are talking about a few thousand baht.

 

The Thai land law prevents foreigners from owning land and states that any attempt to circumvent it will result in forfeiture.  A company that is not actually trading, or for that matter, has no reason to own land is quite clearly 'circumventing' the law.

[DJ54]

A lot of good information to think about. OP please update it

how it goes...

Edited May 31, 2019 by DJ54
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