Buying A Re-Sale House Owned By Ltd Company

[johnboy3739w]

a pal of mine is looking at buy a house, which is owned by a limited company....

so he tells me , there is no transfer tax, as he is buying the controlling directorship and just has to pay 10,000 b admin fee to the accountat for the paperwork....

Although the Ltd company was set up just to own the house, my pal's concern is that the ltd company could have debts and tax liability - does anyone have any knowledge of how he could check this and have clear title on completion....

Thanks in anticipation..........

[InterestedObserver]

Your 'pal' realizes that he is most likely buying an illegal company, doesn't he? He should hire an independent lawyer or accountant to review the annual reports, shareholder structure and perform due diligence for him.

Edited April 17, 2011 by InterestedObserver

[johnboy3739w]

mess 2 - why "illegal" ???

point taken about the lawyer..........

He's gone back to england now - is it possible to do this via e mail ?

[thaiwanderer]

mess 2 - why "illegal" ???

point taken about the lawyer..........

He's gone back to england now - is it possible to do this via e mail ?

There is a general prohibition on foreigners owning land and it appears this company is merely used to attempt to allow a foreigner to control and have the beneficial use of the land (I hesitate to use the phrase 'effective' ownership as that depends on your view of these things). The thai shareholders are presumably nominees and not genuine nvestors.

Its not unusual but that doesn't legitimise it.

The are a wealth of threads about this in this section of the forum. 'Company route' covers a multitude of variations on a theme.

The possible advantage of transferring the company is it may avoid a trip to the land office (itself not insurmountable), the disadvantage is the risk of taking on liabilities.

Not being incountry isn't a bar to him/her getting a lawyer to deal with things.

However he/she should perhaps consider the whole range of potential proprietorship options (with or without a company) before proceeding.

There is no one size fits all.

[Sunbelt Asia]

Anyone can own a house, either an individual or a limited company, it is the land ownership itself that is the issue and the member does not mention if this includes land or just a house.

Possible liabilities would be an issue but this should be covered in the purchase agreement and due diligence would be necessary before purchase to ensure that all tax filings are current.

[sunbelt][/sunbelt]

[katabeachbum]

mess 2 - why "illegal" ???

point taken about the lawyer..........

He's gone back to england now - is it possible to do this via e mail ?

There is a general prohibition on foreigners owning land and it appears this company is merely used to attempt to allow a foreigner to control and have the beneficial use of the land (I hesitate to use the phrase 'effective' ownership as that depends on your view of these things). The thai shareholders are presumably nominees and not genuine nvestors.

Its not unusual but that doesn't legitimise it.

The are a wealth of threads about this in this section of the forum. 'Company route' covers a multitude of variations on a theme.

The possible advantage of transferring the company is it may avoid a trip to the land office (itself not insurmountable), the disadvantage is the risk of taking on liabilities.

Not being incountry isn't a bar to him/her getting a lawyer to deal with things.

However he/she should perhaps consider the whole range of potential proprietorship options (with or without a company) before proceeding.

There is no one size fits all.

Buying a company owning land/property avoids transfertaxes of land/property. All companys accounting and auditing should be audited by buyers accountant to make sure company does not have debts in any way. An agreement with seller isnt worth much as most of the present shareholders are probably just nominess, and seller can be hard to reach later.

Sunbelt legal advisors have english speaking staff, so it could be doable from England.

The company as land owner can become legal if it already wasnt, by avoiding nominee shareholders and start trading

make sure propety is left empty on day of trading, empty as in no people, empty as in no registered residents in tabien baan

[thaiwanderer]

mess 2 - why "illegal" ???

point taken about the lawyer..........

He's gone back to england now - is it possible to do this via e mail ?

There is a general prohibition on foreigners owning land and it appears this company is merely used to attempt to allow a foreigner to control and have the beneficial use of the land (I hesitate to use the phrase 'effective' ownership as that depends on your view of these things). The thai shareholders are presumably nominees and not genuine nvestors.

Its not unusual but that doesn't legitimise it.

The are a wealth of threads about this in this section of the forum. 'Company route' covers a multitude of variations on a theme.

The possible advantage of transferring the company is it may avoid a trip to the land office (itself not insurmountable), the disadvantage is the risk of taking on liabilities.

Not being incountry isn't a bar to him/her getting a lawyer to deal with things.

However he/she should perhaps consider the whole range of potential proprietorship options (with or without a company) before proceeding.

There is no one size fits all.

Buying a company owning land/property avoids transfertaxes of land/property. All companys accounting and auditing should be audited by buyers accountant to make sure company does not have debts in any way. An agreement with seller isnt worth much as most of the present shareholders are probably just nominess, and seller can be hard to reach later.

Sunbelt legal advisors have english speaking staff, so it could be doable from England.

The company as land owner can become legal if it already wasnt, by avoiding nominee shareholders and start trading

make sure propety is left empty on day of trading, empty as in no people, empty as in no registered residents in tabien baan

I'm a fan of due dilligence but it cannot entirely ensure the company has no debts.

The issue of the property being subject to an unregistered lease etc was subject of a recent thread where IIRC we disagreed on the extent of the new buyers' obligations.

OP - there are a wealth of threads in this section that will assist you.