buy house in company name

[marino28]

good evening,

i am very near to buy a house in company name, but i never do that before.

I think will be a good idea to take a lawyer accountant to chek all the paper of the company i am going to buy. Do you know any good lawyer in Pattaya area to do that? and how much it will cost me the duodiligence?

also there is anything else i have to look ? Anything else to chek?

thanks in advance

[onetime]

You do your own due diligence in life. Anything less is unfathomable.

Personally, I wouldn't buy anything here!!, and I wouldn't buy anything anywhere until the end of the year. Then, at the end of the year, if I can't 'steal it', I wouldn't buy it!

Please inform us of how much you lose.

[marino28]

thanks for you interesting informations, but they did not answer any of my question.

[Boycie]

Buying house in a company name.....is that legal?

Good idea to chek with an independant lawyer, that is unknown to the seller.

Please report back and let us know how your meeting goes.

[fosseway]

Marino 28, Re. the Boycle comment stating is the company route legal, well, the only way for a foreigner to buy a house is through a company name, the Lawyer will tell you that as a foreigner you cannot actually own the land the house sits on, the company can of course. I have many friends that own very expensive houses in company names and they seem happy with the arrangement. there has been so many opinions posted previously here on this subject, so just do a bit of archive searching.

Another important important fact here is buying a existing company, the danger being are there any outstanding debts or legal issues connected to the company, bear in mind, once the company is in your name, you will be responsible these. A good friend bought a company that owned some development land, there were very large debts outstanding, plus some legal issues, it was stuck in the Thai courts for 5 years, it cost him millions of Baht to eventually sort it out.

Unlike the western world, normally there are no searches carried out prior to sale, even if you pay a lawyer here to search the records in company house, would he actually do a complete search. It would also be wise to search the court system, to find out if there any outstanding court orders on the property. Good luck.

[KittenKong]

If I were to consider buying property in a company structure here (which is very unlikely indeed) then I certainly would not want to buy an existing company.

One has no idea at all what sort of legal and financial problems could come from this.

[Henryford]

Buying a house through a company is illegal but if you afford to lose the money go ahead.

[properperson]

Buying a house through a company is illegal but if you afford to lose the money go ahead.

Yeh, thats what i heard.....

[robblok]

Buying a house through a company is illegal but if you afford to lose the money go ahead.

I have heard its not illegal, as long as the company is a real company and active, not just a company with only the house that does no real business. Because then its misusing the company structure for a foreigner to own a house.

Better consult a good lawyer.

[pinkpanther99]

There is a lot of miss information here.

A foreigner setting up a company for the purpose of buying a house is illegal. No two ways about it.

Foreigners can own any property in Thailand 100% in their name, they just can't own the land it sits on.

Therefore, buy the house, put it in your name and set up a usufruct to give you as much security as a foreigner can get when 'buying' property here.

If you're still worried - rent.

The other issue with going down the company route for buying property is that it is likely you will have no idea who the Thai shareholders are of 'your' company. It's a mess. There was recently a BBC video report posted on here about a guy who went down this route to buy houses in Phuket and seriously screwed over. Why put yourself at risk?

The govt have already started cracking down on a similar practice regarding foreigners who zig zag the rules to 'own' businesses in Thailand. It is only matter of time before this loophole of setting up companies to buy houses in closed too, in my opinion.

[technologybytes]

Unquestionably it is illegal to buy a house via a company.

Its also illegal to ride a motorcycle without a helmet and prostitution is illegal... that people appear to get away with it does not make it OK.

The Thailand Alien Business act is quite specific, and there is a blanket offence of circumventing land ownership laws that means anything the appears to allow foreigners to own houses is actually illegal.

There are two ways a foreigner can own land in Thailand, both require someone to die.

1/ You can buy a burial plot for yourself.

2/ Your wife can leave you a house in her will, but you must sell it within a reasonable period which is considered by most land offices to be 12 months.

So, unless you intend to die you had better stick to a condo or just get a lease or usufruct which is legal and as close to ownership as most people need.

[falang07]

A foreigner setting up a company for the purpose of buying a house is illegal. No two ways about it.

So just setup a real company for some real online business and everything is going to be legal.

[Henricus]

Pattaya International Law Center Service

Ms. Chollada

Soi 6 Pattaya Beach

08-40004001

08-18634483

[catman20]

You do your own due diligence in life. Anything less is unfathomable.

Personally, I wouldn't buy anything here!!, and I wouldn't buy anything anywhere until the end of the year. Then, at the end of the year, if I can't 'steal it', I wouldn't buy it!

Please inform us of how much you lose.

extremely cynical I have lived in pattaya 16 years bought and sold lots of land and houses made a lot of money doing so and paid the taxes on it.

[kinmaew]

Yea maybe it can be done, but why bother because if you cant own the land 100% in your own name and sell it to whoever you like at any time, from where I am standing your money is at high risk. RENT its bloody cheap enough and enjoy your life knowing that you can "Flee the scene" (As a tenant) if there are any "Little problems" dealing with Thais and their debts, way of doing business etc

[allanos]

Other members will be able to answer this query, I am sure, but is it not true to say

that when a company owns property, 51% of the shareholding of such company must

be in the hands of Thai citizens?

[Pilotman]

A lot of miss information here. If you are buying a house and you have a Thai wife, then forming a company with your wife, plus one other Thai national, provided you are a minority shareholder, is quite legal. We did just that to buy our house. The shareholders are my wife and our daughter, who together hold the majority of the shares and myself, a non active, miniority sharholder. The inherent protection is that the articles of the company are written such that no transaction can take place without all three signatures. It helps in our case in terms of inheritance, as on my death, the company is still in the hands of my wife and daughter.

Yes you do need a lawyer. And yes you can do searches that will bring up any issues with the house and land and whatever approvals were in place when the house was built, such as the building permit. Use a good law firm would be my advice. It may be costly, but it protects your interests to some degree. Although not as firmly as in most western countries.

Absolutely do not take on another company. Form your own and then purchase the assets into your company. As one post said, you don't know if an existing company is legally constituted or who the directors may be. You may find that you have partners you know nothing about.

Good luck. Provided you are dealing with Thai family members you trust, no problem. If you are just trying to get around the tha ownership laws, then don't try it. You may lose all your money and have no protection in law.

[vukovar77]

You do your own due diligence in life. Anything less is unfathomable.

Personally, I wouldn't buy anything here!!, and I wouldn't buy anything anywhere until the end of the year. Then, at the end of the year, if I can't 'steal it', I wouldn't buy it!

Please inform us of how much you lose.

extremely cynical I have lived in pattaya 16 years bought and sold lots of land and houses made a lot of money doing so and paid the taxes on it.

So,you are real-estate agent,right?

NOBODY(foreigner) as I know did not make a decent money on trading with real-estates in Thailand!!!

But I know many screwed up at same time!

Buy house on company name is NOT legal!

Be aware that you can LOSE all money very easy!

[geistfunke]

"to chek all the paper of the company i am going to buy."
This is impossible, loans, workers, taxes, outstanding contracts, social security payments... You should never buy an old company in Thailand. You can set up YOUR own company and this company can buy (only) the house (from another company).

[wayne07836]

Contact this lady at Siam Legal, very helpful and responds very quickly;

email address: [email protected]

Jaijira Suksriwong

Lawyer Assistant - Office Administrative

www.siam-legal.com

Siam Legal International - Pattaya Office

124/80 Moo 10, Soi LK Pavilion,

Nongprue, Banglamung, Chonburi

Cell: 080 270 6897

Office: 033008830

They have helped me out no end and at a reasonable cost, you can mention my name if you wish Khun Wayne

[Bruzzzz]

My understanding is that no more than 49% of a property title or a company ownership can be held by farangs so even if you were to use a company structure legal or not you still won't hold a controlling interest in the property so what advantage is the company?

It is extremely risky to buy a company that has traded.

It could have a raft of inherent issues and debts which are included in the transfer.

All the legal, corporate and accouting documents will be in Thai so will you be able to do any due diligence yourself or are you going to trust someone else to do it all properly. Their errors will cost you plenty.

[bazza40]

Buying a house through a company is illegal but if you afford to lose the money go ahead.

I have heard its not illegal, as long as the company is a real company and active, not just a company with only the house that does no real business. Because then its misusing the company structure for a foreigner to own a house.

Better consult a good lawyer.

How is the OP going to find that oxymoron?

[realenglish1]

Its just a bad idea to buy any property here House or Condo Even if you bring the money from outside Thailand. You not allowed to take the profit of any condo out of the country

The best you can do is get the principle out only not the profit and buy a house under a corporation is bad If you get caught the government will confiscate it PERIOD

[Nomyai]

Please dont!

[jesimps]

There is a lot of miss information here.

A foreigner setting up a company for the purpose of buying a house is illegal. No two ways about it.

Foreigners can own any property in Thailand 100% in their name, they just can't own the land it sits on.

Therefore, buy the house, put it in your name and set up a usufruct to give you as much security as a foreigner can get when 'buying' property here.

If you're still worried - rent.

The other issue with going down the company route for buying property is that it is likely you will have no idea who the Thai shareholders are of 'your' company. It's a mess. There was recently a BBC video report posted on here about a guy who went down this route to buy houses in Phuket and seriously screwed over. Why put yourself at risk?

The govt have already started cracking down on a similar practice regarding foreigners who zig zag the rules to 'own' businesses in Thailand. It is only matter of time before this loophole of setting up companies to buy houses in closed too, in my opinion.

Banglamung land office won't issue a usufruct (legally, didn't try the "greasing the palm" route). Edited January 28, 2016 by jesimps

[NickJ]

I recently sold my company/house. The buyers lawyer met with mine. The buyers lawyer checked for debt. Its very straightforward and its done all the time. Checks at the land office and commerce dept. Checking all company records and minutes. These are all recorded and verifiable. What is important is to get a full understanding of what it takes to have rhe company continue to exist and to comply with all the yearly rules and govt audits. Thats why you need a good law firm. I have built three houses over the years all owned by a Thai company.

[NickJ]

What I would add. Never list a gf or wife as a director or shareholder. I also never let anyone wife or gf list themselves on the tabian ban.

[khunPer]

Make sense to let a lawyer check it all (I'm not staying in Pattaya, so cannot recommend).

»...anything else i have to look ? Anything else to chek?«

As you can only own 49 percent of the shares in the company, you shall look at the other shareholdes, and if any of your shares are preferred shares (for example 10 votes, instead of 1 vote).

If it's an older company limited, it may have proxy shareholders, and they can become a problem (for you), if they cannot show/have not yet shown proof-of-funds. Today only 3 shareholders are needed (before it was 7), but that 3 shareholders shall be able to show proof-of-funds. Presume you own 49 percent, then you shall have minimum two Thai shareholders sitting on the remaining 51 percent.

As often mentioned in this forum, a company limited used to hold "foreign owned land" only is "illegal". So far the authorities have only been interested in larger projects, not smaller private houses, but in theory the method is illegal, as it's not the intention with law. However, some other activities in the company, may eliminate that risk – check if the company have any other activities, make a profit, and pay some tax..?

Is the house on the company owned land also owned by the company..?

A foreigner can own a house, but not the land it sits on; however, if the house is already listed as company property (together with the land), it has been mentioned that the house cannot later be separated from the land (if of interest, check with lawyer). It might be a benefit to own a house, and lease the land (from your "own" company).

Changing ownership from company to a person granting you usufruct or superficies may be costly, as the company shall pay company-tax of the sales profit.

Wish you good luck...

[Swiss1960]

@ Marino28: It is NOT illegal for a Thai ltd company to own land and house. It is also NOT illegal, if the company is inactive (i.e. does not do anymore business), as long as the company is still registered and pays the minimum taxes. Why should it be illegal? Thousands of companies (also with Thai only ownership) have ceiced business and are still registered, that is not at all illegal. Illegal would be if the Thai shareholders would be purely nominees without any money and therefore, the foreign shareholder (and mostly also the sole director of the company) has provided all funds. Then the company would be seen as a pure front for circumventing the land ownership laws of Thailand.

Yes, you DO need a lawyer for either creating a new company or buying an existing company. He will do the due dilligence as

- has the company submitted all accounts to the company office and paid the taxes to the revenue department, at least 5y back (if the company is that old)?

- is the land title deed (sales contract for the land) also in the company name, not only the house?

- are all the land markers (boarder stones) available and correct on the chanote?

- are there any outstanding debts or obligations on house, company or land?

- are all documents (company document, Chanote, blue book etc) in sync with each other?

- is the sales contract correct (you buy the company, the assets are listed, debt free is confirmed etc.)?

- do you have all necessary shareholder transfer forms for the OLD shareholders to the new ones you will choose?

- does the company stamp you receive match the one that was used in previous company office entries?

It would be much more difficult (and much more expensive) to create a NEW company. You would not only pay for the company creation, but the commercial departments (company office) would look into the financial flows for the shareholders in much more depth, as soon as they see a foreigner as the major 49% shareholder. Transferring the title deeds at the land office would also be quite costly and time consuming. My lawyer told me that nowadays, he would recommend to set up a company with purely Thai shareholders, then buy the house and transfer the titles at the land office and only then change the shareholder structure and directors of the company over the the foreign shareholder and director. Otherwise the Thai shareholders would have to prove that the money they use for buying the land / house did NOT come from a foreigner.

So it IS possible to buy a house in Thai name with you as the director and 49% shareholder, the question is of course the trust you put in the Thai shareholders and the lawyer and the due dilligence you did upfront.

I do not think that there will be a crackdown on such companies, the only one's I heard of is the companies that also did illegal business like travel agencies and real estate companies that had mostly foreigners with illegal work-permits working for them. If such a crackdown would ever occur, 10's of thousands of houses would suddenly be on the sales market and the Thai revenue department would probably loose few billion Baht in annual taxes from these companies. That seems highly unlikely to happen, but of course, nobody knows.

That is my 5 cent on this after long and intensive digging and investigation and talking with many people (different lawyers, people in government offices etc).

[jacko45k]

Your two choices are to form a new 'clean' company and transfer the house into that, or to buy the existing company the house is under.

In the latter case you risk buying any debts already in the company you may not be informed of.

You will also need 2 Thai shareholders you know to hold the 51%.

Plenty of Lawyers around, I use one in Jomtiem near the Now Hotel.

Magna Carta is a well known one.

My contribution looks feeble compared to the excellent detailed one above.

Edited January 28, 2016 by jacko45k