Close inactive company at tax office?

[Scouse123]

We have a limited company with only my partner who is Thai as the director. I am not in the company.

 

The purpose for which the company was set up was to buy a resort, that is no longer the case, and I think it is wise to close it. It has never traded and we have submitted the first year's accounts through a proper accountancy practice and everything is up to date.

 

Can we close this company by ourselves by going to the relevant tax authorities and paying them directly?......... I don't really want to use the accountant for reasons below.

 

It is not complicated as it is clean and up to date with the authorities. The accountant wants is to keep it just in case ' for the future ' I have no intention of paying him twice a year to submit nothing and get charged for the privilege. We have no intention of opening anything more in Thailand.

 

I don't want to just let it lapse as who knows what grief doing it like that could bring to my partner.

 

Has anybody been in a similar position recently that knows the fees to close it down legally and properly?

[bbz404]

You can't just go tot the tax office to close it down. You need to go through the proper liquidation process with a full audit and closing accounts and a publication of an EGM for liquidation. All this, your accountant should be able to handle. Cost for the whole process can be from 20k to 100k Baht depending on the accountancy firm. 

 

Where is your company? Bangkok? I can advise you a contact that can do the whole process for a reasonable price if your company is registered in Bangkok.

[henry2109]

Check with your accountant office or lawyer, if you can transfer the company to someone who wants to establish a new one. That means you will sell the shares of the company, so an empty shell, without assets or liabilities (as you said there are not any).

 

This way its a win-win. You do not have to pay anything for the formal closure, and the buyer gets the company relatively cheap, has just to pay the accountant office or lawyer which does do the transaction. Of course you have to give out a warranty declaration to the buyer that you will liable for any former debts, but that should not a problem for you.

[Scouse123]

12 hours ago, henry2109 said:

Check with your accountant office or lawyer, if you can transfer the company to someone who wants to establish a new one. That means you will sell the shares of the company, so an empty shell, without assets or liabilities (as you said there are not any).

 

This way its a win-win. You do not have to pay anything for the formal closure, and the buyer gets the company relatively cheap, has just to pay the accountant office or lawyer which does do the transaction. Of course you have to give out a warranty declaration to the buyer that you will liable for any former debts, but that should not a problem for you.

 

Sounds the best option, I will do this method.

 

15 hours ago, bbz404 said:

You can't just go tot the tax office to close it down. You need to go through the proper liquidation process with a full audit and closing accounts and a publication of an EGM for liquidation. All this, your accountant should be able to handle. Cost for the whole process can be from 20k to 100k Baht depending on the accountancy firm. 

 

Where is your company? Bangkok? I can advise you a contact that can do the whole process for a reasonable price if your company is registered in Bangkok.

 

Hi, No we are up in the sticks and used our house as registered address in Kalasin although it was purely for address purposes. I was thinking more along the lines of somebody in the tax office getting paid a fee to assist in our closing it down properly. They, above all others would know the procedure.

[Langsuan Man]

My lawyer and I have decided to try a novel way to close down a company that was opened to purchase a piece of property where I built a house

 

That is to do nothing.  The property has already been sold (given), transfer taxes paid, electricity and water have been changed into the name of the receiver, and final yearly accounting completed to satisfy the Land Office before the transfer

 

His logic is that the "company" no longer has any assets so there is no tax that needs to be paid so he cannot file and annual update.  So we will see if the Office of Business Development will close the company since it is no longer doing business.

 

Time will tell

[Scouse123]

24 minutes ago, Langsuan Man said:

My lawyer and I have decided to try a novel way to close down a company that was opened to purchase a piece of property where I built a house

 

That is to do nothing.  The property has already been sold (given), transfer taxes paid, electricity and water have been changed into the name of the receiver, and final yearly accounting completed to satisfy the Land Office before the transfer

 

His logic is that the "company" no longer has any assets so there is no tax that needs to be paid so he cannot file and annual update.  So we will see if the Office of Business Development will close the company since it is no longer doing business.

 

Time will tell

 

 

My other half has said to me to do nothing at all. I said what about them chasing you, she said They won't, too lazy and not interested and it will just be struck off.

 

A bit worrying for me, I am not a softy, but these swines have a way of biting us on the ass at a later date when we least expect it. It won't affect me as my name is not on it, but if they chase her, the bill will revert to me as always!

 

 

Edited February 5, 2020 by Scouse123

[mshs]

Tread carefully, you are in the 3rd world.

 

Recently read a poster who went to the tax-office and applied for refund of the VAT to which the tax-office claimed that his business (land/apt.) had appreciated ~30% and he owed them taxes (on unrealized gains).  He ended up paying 10 times what he was hoping to collect.  

 

[Scouse123]

22 hours ago, Langsuan Man said:

My lawyer and I have decided to try a novel way to close down a company that was opened to purchase a piece of property where I built a house

 

That is to do nothing.  The property has already been sold (given), transfer taxes paid, electricity and water have been changed into the name of the receiver, and final yearly accounting completed to satisfy the Land Office before the transfer

 

His logic is that the "company" no longer has any assets so there is no tax that needs to be paid so he cannot file and annual update.  So we will see if the Office of Business Development will close the company since it is no longer doing business.

 

Time will tell

 

Hi,

 

Well we bought the company to purchase a resort that fell through. So now we effectively have a shell company with no assets. There will be no future business in Thailand with or without a company.

 

My other half is totally unfazed, but I have seen this attitude from her before and when the powers that be descend, she just looks at me and repeats the reason why they have come as in money!

 

I then say ' Well you said..... ' to be greeted with a shoulder shrug! ..................Talk about Pontius Pilate!

[Langsuan Man]

1 hour ago, Scouse123 said:

Well we bought the company to purchase a resort that fell through

It's a whole different ball game if you "bought" an existing company since unlike a company you created there is a long complicated paper trail that has to be investigated to insure that there are no debt's in the companies name

 

Is also the reason closing down a company you created is cheaper, since little or no due diligence needs to be done 

[Scouse123]

3 minutes ago, Langsuan Man said:

It's a whole different ball game if you "bought" an existing company since unlike a company you created there is a long complicated paper trail that has to be investigated to insure that there are no debt's in the companies name

 

Is also the reason closing down a company you created is cheaper, since little or no due diligence needs to be done 

 

 

Langsuan Man,

 

Apologies,

 

I created and set up a new company from scratch. No debt, the company has done nothing except file one years accounts of no trading.

 

 

 

 

Edited February 6, 2020 by Scouse123

[Langsuan Man]

23 hours ago, Scouse123 said:

 

 

Langsuan Man,

 

Apologies,

 

I created and set up a new company from scratch. No debt, the company has done nothing except file one years accounts of no trading.

 

 

 

 

No apologies needed.   Now you have to decide if you wan't to just let it die a natural death like I am doing, or pay a lawyer to officially close the company.   The most expensive part of closing down a company is the payment of land office transfer taxes which does not apply to your situation.  The only fixed cost I know of is the 18,000 THB fee to the Office of Business Development and the cost of a final year accounting

 

Whoever set up the company should not charge you any more than 25,000 THB for legal fees and probably less since they have all the files