Amity Treaty - Nominee Shareholder?

[mopar71]

Are there any Americans out there with experience being the nominee shareholder for a company registering as an American company under the Amity Treaty? What sort of issues should one beware of before agreeing to do this?

[Arkady]

You need to apply for an alien business licence at the Ministry of Commerce in addition to registering the company. I think there is reasonable level of scrutiny to ensure that the US shareholders are just that.

[GiantFan]

Company is registered first. Then apply for Amity status. Must be majority US owned and if you have a non-US Director (non Thai), must have at least one Thai Director. I did it several years ago and needed a certificate from the US Embassy stating that I was bona fide citizen.

Not exactly sure if you are asking about being a 51% nominee shareholder? That's totally illegal and against the spirit of the treaty. Don't abuse it!

[mopar71]

Company is registered first. Then apply for Amity status. Must be majority US owned and if you have a non-US Director (non Thai), must have at least one Thai Director. I did it several years ago and needed a certificate from the US Embassy stating that I was bona fide citizen.

Not exactly sure if you are asking about being a 51% nominee shareholder? That's totally illegal and against the spirit of the treaty. Don't abuse it!

I have zero interest in doing anything illegal (don't need the hassles or worries).

I haven't been given the full details yet but it seems to me that the idea is for a non-Thai, non-American owned business looking for an American to be the majority shareholder (on paper at least). If that's accurate, doesn't sound totally kosher to me.

Edited May 21, 2013 by mopar71

[GiantFan]

Stay away. Also, you would be responsible for a bunch of IRS filings, since you would be the majority shareholder.

[MisterMan]

Interesting thread as I am considering this now.

My company is simply in a Thai name as a sole proprieter. However this Thai has dual us citizenship too.

I was not working with my company but now want to change the structure and get the work permit.

As an American I was considering the Amity Treaty structure.
I appreciate teh comment about the IRS issue.

WHat other pros and cons are there?

I also received an an quote for this. Is there any lawyers in Phuket specialising in this?

How difficult is it to set up myself ?

Thank you.

[mopar71]

I would imagine there is enough paperwork to submit that it would be better to have a lawyer experienced in or specializing in Amity Treaty issues.

[Arkady]

Interesting thread as I am considering this now.

My company is simply in a Thai name as a sole proprieter. However this Thai has dual us citizenship too.

I was not working with my company but now want to change the structure and get the work permit.

As an American I was considering the Amity Treaty structure.

I appreciate teh comment about the IRS issue.

WHat other pros and cons are there?

I also received an an quote for this. Is there any lawyers in Phuket specialising in this?

How difficult is it to set up myself ?

Thank you.

It's probably not that difficult, if you can deal with Thai form filling and bureaucracy or have some one to help with that. You should call or visit the part the Ministry of Commerce that issues alien business licenses first to get the forms for applying for the alien business licence and find out how to do it. Things change in the way they interpret the treaty, so you need to get up-to-date information. I haven't done it myself but have heard from friends who have. I think you need to reserve the name for your company and then apply for the alien business license. When you have that, you go ahead and incorporate the company which would otherwise not be accepted with majority foreign ownership. I don't think you can apply with an existing Thai majority owned company.

For WP you need 3 million baht paid-up capital per WP for a foreign company under the treaty, rather than 2 million for a Thai company but, as far as I know, this is reduced by half, if you have a Thai spouse. All other requirements, including 4 Thai employees registered for social security are the same as for Thai companies.

Edited June 3, 2013 by Arkady