Best Way To Set Up A Thai Shell Company For An American

[NYCBOY]

I actually have a couple of questions to ask. I've done some digging around and found some good advice, but nothing that matches up with what I'm trying to do.

Some background info: I'm an American, have been in a relationship for 7 years with my Thai boyfriend while he was in the states going to High School/College (we're both in our mid/late 20's). I'm tired of the rat race, and he'd like to move back to Thailand, so we're looking at moving back.

On the positive side, his Mom and Dad had a decent chunk of change back before the SE Asian Market Crash and bought a lot of real estate and they collect rent on them. Their all paid off too. So I have a free place to crash (We're looking at Chiang Mai as the place we'll move to). So our cost of living plummets a bit with free house/rent. Plus he makes roughly 500-600(USD)/month doing art and selling it online which he'll continue to do when we're in Thailand. Plus I have about 25K I've saved up and I liked to use to open a small business when I get here.

So now that you have some background info, here's the questions:

A.) I'd like to open a business there to provide myself a Work Permit and also to make money. I'm not sure as an American if it's better to use the Thai/US Treaty or the normal way of opening a business.

B.) I know part of the condition of getting the work permit is capital, since they don't live in any of the houses they own and collect rent on them. Could I put one of the houses into the company's name and use that as part of the 2million baht capital to get the work permit.

C.) Since my boyfriend is still a thai citizen, would it better for him to open the company then me?

D.) is 15K baht a month decent to cover living costs in Chiang Mai (won't be paying for house/rent). We're not party people or drinkers, so it's really just food, misc purchases, gas, etc.

E.) For coming over to Thailand, is it better to just get a Tourist Visa and then start up the company and go after the WP. Or since I want to learn the language when I get here, should I just sign up for language courses now and get an Education Visa and then roll it over to a WP later?

Sorry for all the questions, but it's a big move/lifestyle change and I just want to understand the legalities/realities of this better

[sniffdog]

My guess you keep away these questions from here and seek a lawyer's advice ... Sunbelt or Indo-Siam.

[Sunbelt Asia]

Sorry to say but you should really think of being in the rat race some more and save up some more savings. 25K just won't give you any breathing room and then you will be miserable. Your relationship very well could end because of it. Then what will you have? ...a broken dream. Sorry but the odds are very high that this would happen.

Please save up some money is my advice but do keep your hope alive.

However in case you insist on coming and doing this. Here are the answers.

[A.) I'd like to open a business there to provide myself a Work Permit and also to make money. I'm not sure as an American if it's better to use the Thai/US Treaty or the normal way of opening a business.

Yes it is better

B.) I know part of the condition of getting the work permit is capital, since they don't live in any of the houses they own and collect rent on them. Could I put one of the houses into the company's name and use that as part of the 2million baht capital to get the work permit.

The reason you want to register Amity is to have control over your company. By putting a house that you don't own to pay for share capital, won't work with you being the largest shareholder. Also the house most likely has land with it on the chanote which the Amity Company can't own.

Be aware in August 2009 as an Amity Treaty shareholder, the company may have to prove that 3 million Baht capital came from overseas. Until that time no one looks at how the shares were paid in cash or via equipment, etc.

C.) Since my boyfriend is still a thai citizen, would it better for him to open the company then me?

No. You want to protect that USD25K.... Relationships do sometimes end.

D.) is 15K baht a month decent to cover living costs in Chiang Mai (won't be paying for house/rent). We're not party people or drinkers, so it's really just food, misc purchases, gas, etc.

This is more a question on how long is a string. It just depends. However if you eat and live like many Thais, yes 15k living costs is ok for some Westerners. It has been done.

E

.) For coming over to Thailand, is it better to just get a Tourist Visa and then start up the company and go after the WP. Or since I want to learn the language when I get here, should I just sign up for language courses now and get an Education Visa and then roll it over to a WP later?

Education visa will not allow you to get a wp. Get a multi entry non immigrant visa there in the States.

www.sunbeltasiagroup.com

[Jingthing]

Sunbelt has given a very measured, professional response.

As I am not Sunbelt and I don't care about my "reputation" my response is the chances of this working out for you in the long term (like over a few years) is very remote. As Sunbelt said, its the money, you don't have nearly enough to pull this off. I was young, in love, and broke myself once, and sorry to say, love is not enough.

Maybe you and the bf should consider both moving to Cambodia and opening a small business there? It would be much easier for you to stay legally there, but you still have to figure a way to open a profitable business there, not a hobby.

Edited April 28, 2008 by Jingthing

[EmptyMind]

Hi, I have no idea on the legal side of things, so putting myself in your position, I think I would do the following.

1. Since your BF is Thai, Wouldn't it just be a lot simpler for him to open a Company here and if needs be, employ you ? (I have no idea if thats possible or what the costs are for a Thai National to set up his own business)

2. 25K USD can be a lot of money and also can be a little money, Instead of blowing that on setting up some Company why not go the route of 1 year visas that I know Sunbelt will help you with and then at least that gives you your 1st 15 months of stability here and you don't have to go down the expensive company route. 15 months gives you a good amount of time here to decide exactly what you want to do and you still have your savings.

I'm not an expert, I'm just thinking how I would tackle the situation and wish you the best whatever you decide.

I really must use punctuation

Edited April 28, 2008 by EmptyMind

[Sunbelt Asia]

1. Since your BF is Thai, Wouldn't it just be a lot simpler for him to open a Company here and if needs be, employ you ? (If thats possible)

Two options...

The BF would need 4 Thai employees to hire her because he is a natural employer. Still she also has limited protection with her investment of 25K (the best way then is a registered loan... but you'll still need some good luck with this route).

If he forms a Thai company and employs her. Not a big difference in cost savings. Limited protection also as she is just a minor shareholder.

www.sunbeltasiagroup.com

[NYCBOY]

SunBelt, Jingthing, thanks for the advice.

Looking back, I probably didn't explain this well, and over simplified it. Plus I'm not looking at doing this for another year, so that 25K will be more like 30-35K. I make a lot in my current job, but we're incredibly cheap from being poor when we were younger

First off, we've been together for 7 years steady. And well past the puppy dog stage, and into the comfortable stage. We've been in business together and have weathered the both of us losing jobs and getting downsized, moving cross country, changing careers, etc. While I can't guarantee we'll be together forever as life is full of surprises, I feel pretty confident at this point in my relationship.

My "Mother In Law" for lack of a better term, wants him to go back and manage the property and business. She lives in the States too, remarried change citizenship to US, but wants to move back to Thailand as a retiree. Her US husband got diagnosed with Cancer last year and is basically on borrowed time, he's 78.

She inherits about a million (USD) in assets, plus his pensions/social security payments. Which she wants to use to start a small simple business here in Thailand when her husband passes away.

Me, boyfriend, and MIL have been in business together before, owning a profitable restaurant out in California. I trust them enough to do business with them, and they haven't screwed me in the past. Her son will be receiving all the houses this year since she is no longer a Thai citizen and she wants to roll them over into his name or in a company he starts.

She is supportive of us moving back as she wants him to take over managing the rentals/business as soon as he can, since she too is starting to get up there in age. The rental business is pretty easy as the MIL's brother collects the money and deposits it for her into a bank account. She wants him to do the legwork though from time to time of looking at houses, making sure they're in good condition, etc.

Boyfriend's got a steady 500-700USD/month income from doing art commissions over the internet. Which is what we're looking at for living expenses (food, electric/water bill, etc.) Along with an additional 20-30K bht a month in rental unit income. And like I said, the house we'd be living in is completely paid off, so the house is

I should have mention I'm not looking at touching the 25K when I get there. I want to come over, get the lay of the land business wise and see what's available. That's why I was thinking about the education visa so I'd have a year to get accustomed to Thailand, learn the language and have the safety net of the ED visa and just let the 25K I have sit and churn interest for the year. Plus, I figure it would give me a year to see if all shit hits the fan for some weird reason and me/we move back to the states with my money intact.

Finally, neither one of us harbors any get rich ideas or anything similiar. Since MIL has a combined worth in assests in Thailand of 40-50 million baht which is transferred to him, plus the rental income and his income, we figure we can live comfortably. MIL will be realistically moving back in a few years with the inheritance from her husband. We can cool our heels for a year or so and figure out what to do to start a business. We've been successful in the past businesswise and I trust them with my money and they trust me with theirs.

So based on your answers, I have a few other questions.

A.) If I did get an Education Visa, is there any allowance working part time, I know with some countries, a student/education visa allows you to work part time (Japan for example)

B.) Since I can't own the land, could my boyfriend open up a new shell company in his name, receive the rental property in the company's name, and use that as his capital/assets to then hire me on a work permit? Basically it would be his capital, not mine.

C.) I guess in essence, what is the best way to go over there and not have to do a visa run every 90 days or try to marry anyone?

Thanks again. I know our plan isn't perfect, but we have a lot more options available to us in Thailand than we do here

[NYCBOY]

Two options...

The BF would need 4 Thai employees to hire her because he is a natural employer. Still she also has limited protection with her investment of 25K (the best way then is a registered loan... but you'll still need some good luck with this route).

If he forms a Thai company and employs her. Not a big difference in cost savings. Limited protection also as she is just a minor shareholder.

www.sunbeltasiagroup.com

Just to clarify. I'm also a guy ;-)

[EmptyMind]

1. Since your BF is Thai, Wouldn't it just be a lot simpler for him to open a Company here and if needs be, employ you ? (If thats possible)

Two options...

The BF would need 4 Thai employees to hire her because he is a natural employer. Still she also has limited protection with her investment of 25K (the best way then is a registered loan... but you'll still need some good luck with this route).

If he forms a Thai company and employs her. Not a big difference in cost savings. Limited protection also as she is just a minor shareholder.

www.sunbeltasiagroup.com

Ahh Thanks, I have often wondered this myself so again, Thanks for clearing that up.

BTW, They are both guys :-) Not that it matters but it might stop people suggesting that they get married in Thailand :-)

Edited April 28, 2008 by EmptyMind

[EmptyMind]

Two options...

The BF would need 4 Thai employees to hire her because he is a natural employer. Still she also has limited protection with her investment of 25K (the best way then is a registered loan... but you'll still need some good luck with this route).

If he forms a Thai company and employs her. Not a big difference in cost savings. Limited protection also as she is just a minor shareholder.

www.sunbeltasiagroup.com

Just to clarify. I'm also a guy ;-)

NYCBOY,

I really do want to give you my honest opinion and I hope that you wont take offence.

Living in Thailand is 100+1000% totally different than just visiting Thailand and I know that you have been with your BF for a long time, But hey, Living in Thailand can take a huge toll on even the best of relationships and god forbid that it went sour, you could loose everything that you have.

Leaving all of the legal stuff aside, why don't you come/stay here for 12 months 1st before making all of the big commitments and just see how the land lies ? You might hate it here, Your BF might love it here and Vice Versa.

I'm not trying to sway any of your opinions, I would just hate to see you disappear down the same road as many others have.

Hopefully you will both love it here and all will be well.

I was in not really a similar situation but after a few years of living here I went the ThaiElite way just because of the fact you don't need to leave the Country.

And for the Regs, Please don't flame me about the Elite Card, I'm just trying to give the OP some genuine advice on what I did, That's all.

[jstumbo]

So based on your answers, I have a few other questions.

A.) If I did get an Education Visa, is there any allowance working part time, I know with some countries, a student/education visa allows you to work part time (Japan for example) No, working is not allowed.

B.) Since I can't own the land, could my boyfriend open up a new shell company in his name, receive the rental property in the company's name, and use that as his capital/assets to then hire me on a work permit? Basically it would be his capital, not mine. If you did get a work permit for his company, then you would have to work for his company, not work a different job. Plus he would have to employ 4 Thai workers

C.) I guess in essence, what is the best way to go over there and not have to do a visa run every 90 days or try to marry anyone? I think your best bet is the ED visa. You can get it for learning Thai and do not need to do a visa run every 90 days. You just need to go to immigration every 90 days and extend it for 1900 baht each time. Besides, if you are going to live here, it will help out a lot to speak the language. Just like when people move to the US, they should attempt to learn the language if they plan to live there (unless maybe they are just too old).

Thanks again. I know our plan isn't perfect, but we have a lot more options available to us in Thailand than we do here

Edited April 28, 2008 by jstumbo

[jfchandler]

I think careful readers might have taken a clue from the OP's TV ID: NYCBOY!!!!

Just to clarify. I'm also a guy ;-)

[wpcoe]

NYCBOY,

I really do want to give you my honest opinion and I hope that you wont take offence.

I will tag on here just to say that my instincts tell NYCBOY to be very slow and very cautious. His writing indicates that he is thinking this through and giving allowances for unforeseen circumstances and events. I hope so, and I hope he understands a bit of what I am about to say.

I heard some warnings and danger bells going off when I read his posts. Nothing I can concretely or easily express in a forum message, and I know that may be easily dismissed by anyone who lives in a black-and-white and/or western world.

One unpredictable factor: the extended Thai family.

If/when the MIL/FIL pass away, what about cousins, aunties and uncles appearing to stake a claim at US$1,000,000+ in assets in Thailand ("combined worth in assests in Thailand of 40-50 million baht") plus another US$1,000,000 in inheritances in the USA ("<deleted> inherits about a million (USD) in assets"). Or, am I mis-reading and the assets in Thailand ARE the inheritance in the US? Even still, that leaves a HUGE amount of assets in the eyes of the Thai relatives.

How is the MIL's brother (and his family), who currently collects the rent for her in Thailand, going to feel about being left out of the picture when the farang comes over with the son to manage the family business?

What happens if after MIL/FIL die, something happens to the bf? Millions of dollars of assets up for grabs, and plenty of Thai family hands wanting their share? A will bequeathing it to the farang bf, assuming the land (which a farang cannot own) can be sold and proceeds given to the farang? Perhaps after having lived in Thailand for many years at that point, and suddenly finding himself with nothing, how flexible and adaptable will he be if he needs to return to the USA and start over?

"Life is cheap" is a phrase with many meanings in Thailand.

"The grass is always greener..." also may be relevant. ("I know our plan isn't perfect, but we have a lot more options available to us in Thailand than we do here")

Please go slowly and VERY cautiously, NYCBOY, because living in Thailand is VERY different from living in farangland in so many, often subtle, ways. Life in Thailand can be very rewarding and enjoyable, but keep your eyes open, and be willing to accept things you may not understand or may not agree with. It CAN work out!

[redwood13]

Her son will be receiving all the houses this year since she is no longer a Thai citizen and she wants to roll them over into his name or in a company he starts.

The "MIL" doesn't lose her Thai citizenship just because she's acquired US citizenship.

-redwood

[NYCBOY]

"I heard some warnings and danger bells going off when I read his posts. Nothing I can concretely or easily express in a forum message, and I know that may be easily dismissed by anyone who lives in a black-and-white and/or western world.

One unpredictable factor: the extended Thai family. "

I had to laugh at this one as, yes, I'm very aware of this and the nature of the thai family.

I've learned the hard way in the beginning that I may be dating her son, but it's a package deal.

But we've been cool for years, and since I supported both me and bf for the last two years while he's been finishing up school, his Mom has been going out of her way to show her gratitude as I've taken the strain off of her supporting/worrying about him while she takes care of her US husband who going through cancer treatment, but is pretty much terminal at this point.

His family is pretty cool and Americanized at this point. They've lived here for 13 years.

His mom is the matriarch of the extended family and her word is pretty much God I've noticed over the years. She has a bunch of brothers and sisters, but she only has relations with two of them, the brother (Who collects the rent money) and one sister. The rest are estranged. They have no contact with his Thai father and all the property is in the mom's name, nothing is held in the Thai Father's name.

I would have to admit long term the extended family is the one thing I'm concerned about. As I would not like to have spent our hard work and money and have it go out the door due to a lawsuit from the extended family after his mom passes away. But from the same standpoint, I don't believe in cutting out the family. I have no interest in kicking out her brother from collecting the rent, my BF's dad lives in one of the townhouses and I don't plan on kicking him out either. I respect the family, and don't plan to go in there and muck it up and be greedy.

As far as the inheritance goes, there's two part of it:

US : 1 million in assets when her US husband dies. This is seperate from what her US Husband is giving his daughter. Will is drawn up and I've discussed with him, so there's not problem on this side.

Thai: 40-50million baht in homes currently held by the mom. All in her name, but will be transferred to son.

As far as who collects what when the Mom passes away, It would pretty much all go to her son, my BF. I get a little something, but I don't think it's anything astronomical. We have all agreed to sit down with a lawyer and map this out as there is a lot of money at stake. And they want to avoid conflict as much as I do.

I guess the point I was trying to make is that:

A.) I'm not going over there with my 25/30K and expecting to live the rest of my life on it. It's just a nest egg and emergency fund (in case I go fleeing from thailand)

B.) He/We have assets over there and a free house is pretty plumb.

C.) We are giving this a lot of thought, and that's why I'm asking questions here as I don't plan on doing this spur of the moment.

I should point out that I'm very aware of this is not the US. I've travelled all over Asia, I speak Japanese, and spend a lot of time in Japan with my Japanese friends, so I've learned to be pretty flexible with cultures and enjoy the fun of learning new things and sticking out like a sore thumb. I've also got a good primer in dealing with Thai people from running a thai restuarant with an all Thai staff.

Thanks everyone for their thoughts, I do appreciate it. You've given me a lot to think about.

[Sunbelt Asia]

A.) If I did get an Education Visa, is there any allowance working part time, I know with some countries, a student/education visa allows you to work part time (Japan for example)

No. Been that way for a year.

B.) Since I can't own the land, could my boyfriend open up a new shell company in his name, receive the rental property in the company's name, and use that as his capital/assets to then hire me on a work permit? Basically it would be his capital, not mine.

yes

C.) I guess in essence, what is the best way to go over there and not have to do a visa run every 90 days or try to marry anyone?

No easy answer. Best thing is to make sure you want to move here first.

www.sunbeltasiagroup.com