Options For Setting Up A Business Here

[bangers_n_mash]

Hi all,

first post here and I hope someone can point me in the way of some credible advice.

I would like to set up a small food production business in the province where I live . I am married to a Thai national and have lived here for some time.

With all the current 'pressure' on shell companies that are here just to buy land there are a few questions I would like to raise. I am not looking to buy land for any of the options that may be available I simply want to start a farang home made style food business.

What would it cost to set up a Ltd company with me as a shareholder for this purpose?

Does 2 Million baht capital have to be registered or are any other options available?

Is the Ltd company route still viable now that the spotlight is on it for land purchases?

What are the other options available to me with regards to starting a company/business?

I would like the options to be as legal and above board as possible i.e no Nana bargirls as shareholders for show etc

And please try not to give a "my 2 cents" type of post unless you've had some sort of personal experience with what I am trying to do.

Thanks in advance

bangers_n_mash

[bangers_n_mash]

Can anyone help before I get bumped off the page?

1st and last bump

[EVO]

Cost to incorporate a company from start to finish including government fees at 2 million baht is ROUGHLY 40,000THB.

If you are forming a legal company, then youll need regular shareholdres. Do you know 6 Thais you can trust and who you would give 51% of your company to? There are always the preference shares to keep you in control anyway, then you just have to worry about when you eventually liquidise the company assets.

Do a search, theres lots of info on this forum about it.

[EVO]

Cost to incorporate a company from start to finish including government fees at 2 million baht is ROUGHLY 40,000THB.

If you are forming a legal company, then youll need regular shareholdres. Do you know 6 Thais you can trust and who you would give 51% of your company to? There are always the preference shares to keep you in control anyway, then you just have to worry about when you eventually liquidise the company assets.

Do a search, theres lots of info on this forum about it.

[SunbeltAsia]

What would it cost to set up a Ltd company with me as a shareholder for this purpose?

http://www.lawyer.th.com/company-registration.asp

Does 2 Million baht capital have to be registered or are any other options available?

If you are married, then it only has to be register capital of 1 million Baht. This can be paid up capital of cash or non cash.

Is the Ltd company route still viable now that the spotlight is on it for land purchases?

Yes.

What are the other options available to me with regards to starting a company/business?

1. You could have a 49% foreign own company with preferred ordinary shares. The foreigner has more voting rights. You don't use nominees ( NEVER use nominees) but real Thai shareholders that are looking to invest/ JV. Under the Thai Civil Commercial Code, promoters can pay for the shares with cash or non cash such as service or equipment. This can be in the By-laws of the company how the shares will be paid for. If it is cash and you felt they would still bring something to the table then you could loan them the money to pay for the shares as well. You must have a loan share agreement and proof the loan was made with other documentation. You only need one Thai shareholder and the other 6 shareholders can be foreigners.

Other sophisticated strategies could be employed which will protect your interest, as long as it is in the by-laws and has been approved.

2. The holding company and operating company, works as well. The only negative is that it is under debate now, if it violates the Alien Business act and the other negative, its double bookkeeping. However in 1999, this was discussed in Parliament and after a number of days of debate, was allowed to stand. One company has 50,000 Baht register capital.

The Thai shareholder only needs 6,250 Baht or they need to provide service, equipment such as a computer to be a 51% shareholder.( 25% paid up capital of the 51% share for the registered capital of 50,000 Baht) This holding company then is a company holding the shares in the other operating company that is 2 million Baht. You funded the 50,000 baht company as a Director with a 350,000 Baht loan to invest in the 2 million Baht company. The 2 million Baht funding came from either equipment, inventory or service or cash. If it was cash for 25% of the shares. This would be 500,000 Baht. 255,000 Baht came from the Holding company and 245,000 Baht from the foreigner shareholders.

3. You could form a company with a American. Then you could have 100% of the shares under the Amity Treaty as long as the American(s) has 51% of the shares and the majority of the directors are American or Thai.

4. You could apply for the Foreign Business License as this on List 3 of restricted businesses for foreigners. If you are approved, you can own the shares 100%. You must invest and have registered capital of 3 million Baht ( to obtain the work permit as well, they will look at your companies bank account in this case) if you are approved, you may be subject to conditions such as minimum debt/equity ratio, as well possible number of alien directors resident in Thailand, period of nvestment, technology and assets.

www.lawyer.th.com