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Anti Nominee Act / Thai Scrutinization For New Company

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Hi everyone,

I'm still a new user for this forum, I've searched all over about this but I couldn't find anything. I hope this will not be a double post. However, I've in my mind to open a company in Thailand.

I start reading all the documentation regarding Foreign business restriction ( which pop a question, what is it not covered by that act? ) untill I came up with the

Anti nominee act / Scrutinization of Thai shareholder.



I understand this has been done to avoid 100% farang owned with Thai names but how this comes into practice?

I mean.. Thai need to show they passbook.. what if they just wire in cash from an ATM ? How can they give evidence of the source of those money?

Will it be better to have a "low profile" company with farang share < 40% and not director role?

Is there any other rule regarding farang with preference share?

Thanks everyone in advance for clarifying my doubts.

The Anti-Nominee Act was created to prevent foreigners from circumventing the law by merely appointing Thai shareholders as holder(s) of the 51% shares even if they are not actually participating in the business. They are often referred to as “ghosts” shareholders. Whenever there are Thai shareholders in a newly-setup company, the Department of Business Development, in coordination with the Ministry of Commerce, asks for a 6-month bank statement reflecting the actual percentage of investment in the company prior to registration. Should the Thai shareholder invests properties such as land, building, car or other tangible assets, they must show a copy of the registration documents, land title deed or an appraised value of the property. These must then be transferred later on under the name of the company.

Preferred shares on the other hand, limits the voting rights of its holders but does not limit the ownership of the shares in the company. It still must be minimum 51% to Thai nationals regardless of the type of shares owned.

Do you have any questions about getting a Visa for travel/business/retiring/investing in Thailand? Please "ask the visa expert" from Sunbelt Asia here: Thaivisa.com - Ask the Visa Expert from Sunbelt Asia

This information has been provided by Sunbelt Asia Co., Ltd. Sunbelt Asia has been the main sponsor of Thaivisa.com since 2002.

You can contact Sunbelt Asia at (66)2-642-0213 or email us here. Please visit our website for more information on doing business, working, investing, travelling, owning real estate, or starting your own business in Thailand at www.sunbeltasiagroup.com. We are located at 1 Ratchadaphisek Rd., Floor 26, Bangkok, Thailand 10400 and can easily be reached by public transportation.

*This does not constitute legal advice or serve as a substitute for direct legal consultation with a licensed attorney. The information is provided for educational purposes only and it may not account for the specific facts and laws that may be applicable to each individual's situation. Also, there may be changes in the law that may affect your specific case so the answers provided here should not be considered to be applicable your personal situation.

Legal information is not the same as legal advice, which is the application of law by a licensed attorney to an individual's specific circumstances. Although we go to great lengths to make sure our information is accurate and useful, we recommend that you consult a lawyer if you want legal advice specific to the facts surrounding your case. This information does not take the place of discussions with a licensed lawyer and it does not create an attorney-client relationship between readers of the information and Sunbelt Asia, Co. Ltd. or any of its employees.

[sunbeltlegal][/sunbeltlegal]

Sunbelt Asia

Fortune Town Floor 26,

1 Ratchadaphisek Road, Bangkok, Thailand

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