Hello people,

can anyone tell me if there are new rules for a Thai company these days?

a friend called me and said that his accountant told him that he can change the structure of the company, and now he don't need 7 share holders, just 3, but they have to be real people...

i tried to ask my guys but didn't get straight enough answer.

anyone know?

Thanks

I think it is true. Our accountant told us the same info.

Though we do have 7 share holders (real) one passed away last year and asked what to do, were told "don't bother now need only 3 share holders"

(we are a Co., Ltd.)

opalhort

Sunbelt advised me a few months back the minimum number of shareholders had reduced to 3 (from 7).

Thanks guys. that's good news.

Thanks guys. that's good news.

Hi guys ,

the number of share holders has been reduced to 3 and the structure still remains for a Thai ltd.co 51/49 , the only problem I have come across the last few months is this is for New company setups and not so easy for existing company's trying to reduce share holders and re-calculate the share structure.

the 1 example I can share is :

company xyz ltd.co had seven share holders, went through the process to sell out there shares to 3 of the existing share holders and when the paper work got to the Dept of ( the one that stamps the company reg ) they wanted to see the bank transfer of funds to the old share holders from the remaining 3 for the sale of shares. not a company transfer but from the actual share holders based on the company's last financial statement. It was registered at 5 million baht so they wanted to see funds paid to the 4 Thai share holders that were selling.

This was probably an extreme case , hope others have easier times this.

That would be the Department of Business Development (DBD), part of the Ministry of Commerce.

Sunbelt advised me a few months back the minimum number of shareholders had reduced to 3 (from 7).

Yep - 3 shareholders, at least 25% of the total registered capital must be paid up.

Thanks guys. that's good news.

Hi guys ,

the number of share holders has been reduced to 3 and the structure still remains for a Thai ltd.co 51/49 , the only problem I have come across the last few months is this is for New company setups and not so easy for existing company's trying to reduce share holders and re-calculate the share structure.

the 1 example I can share is :

company xyz ltd.co had seven share holders, went through the process to sell out there shares to 3 of the existing share holders and when the paper work got to the Dept of ( the one that stamps the company reg ) they wanted to see the bank transfer of funds to the old share holders from the remaining 3 for the sale of shares. not a company transfer but from the actual share holders based on the company's last financial statement. It was registered at 5 million baht so they wanted to see funds paid to the 4 Thai share holders that were selling.

This was probably an extreme case , hope others have easier times this.

I was involved in restructuring a small company last year, including reducing number of shareholders from 7 to 3. Changing the shareholders was easy. No evidence of payment was requested even for a block of 51% that changed hands. What has become more difficult is adding and removing directors. The new corporate regulations now require that companies advertise changes of directors in the press, although this can be some cheap rag that no one reads and the process now takes three weeks and costs about 4,000 baht.

I have just re-structured my 2 companies to have 3 shareholders each. This time they are "real people", Thai friends of mine who are comparatively well off. No questions asked about money transfers or share transfer forms. Just 6,000 THB each and that also included the change of an address of one of the companies. My lawyer added that change of the address can be done for free at the time of the annual audit.

Good luck re-structuring everyone! I think it is very essential not to have lawyer office staff on your shareholder lists to avoid possible government "crack-downs" and questioning. So go out and look for Thai friends .. if possible .. keke.