companies not in my name?

[ed strong]

Hi guys, hope this is right place to post this. looking for help in an ongoing issue.

 

Long story but part of it relates to the fact that i set up two companies in hua hin to take ownership of two houses that i had paid for.

 

I was informed / advised i was to be director and 49% holder and the other 51% was to be held by three thais whom did not know each other.

 

Anyway I paid 80,000 thb for the two companies and then found out later that my name was not on either of the company details.

 

Not as director or any % shareholder!

 

What options do i have to get my money back, thanks ?

[Delight]

 Have the houses been transferred to these 2 companies?

[Langsuan Man]

18 hours ago, ed strong said:

Anyway I paid 80,000 thb for the two companies and then found out later that my name was not on either of the company details.

And you did not notice that your name was not on any of the documents you had to sign ?

 

Who did you pay the 80,000 THB to ?

 

Who got the company seal ?

 

Some major facts are missing in you tale 

[Destiny1990]

U want your 80,000 back or you 2 homes?

[kimmy]

I believe it is common that you are not on any of the company documents, this to don't raise questions when the property is transferred to the company. This is why you probably have 3 Thai shareholders, 3 shareholders is the minimum required number of shareholders, after the property transfer to the company 1 of the shareholders probably transfers his 49% shareholding to you and then you will also will be appointed as director. 

[ed strong]

4 hours ago, Langsuan Man said:

And you did not notice that your name was not on any of the documents you had to sign ?

 

Who did you pay the 80,000 THB to ?

 

Who got the company seal ?

 

Some major facts are missing in you tale 

 

Hi thanks for replies, I paid it to the lawyer / accountant in Hua hin.

 

I presumed i would receive details / seal within a few days. It was only after i returned to the UK weeks later that i kept asking for company details, memorandum etc. At that point the accountant / lawyer just ignored me and would not reply to or answer calls.

 

I returned a few weeks later to hua hin and got a new lawyer to check whos name was on the companies and then i found out no mention of my name!

 

I did not transfer houses to these companies.

 

Can i sue the lawyer? She wont give me money back as ive asked. she just asks me i want to shut down my companies!?

(I think shes expected money to pay to shut them down!)

 

Is this normal practice? I see a poster below mentions this is normal and then they transfer to my name after!?

 

Yes guys there should have been more due dilliginace on my part but unfortunately i got caught up in the whole thai hospitality thing.

 

 

[ed strong]

1 hour ago, kimmy said:

I believe it is common that you are not on any of the company documents, this to don't raise questions when the property is transferred to the company. This is why you probably have 3 Thai shareholders, 3 shareholders is the minimum required number of shareholders, after the property transfer to the company 1 of the shareholders probably transfers his 49% shareholding to you and then you will also will be appointed as director. 

Hi thanks, there are 3 thai shareholders and one director. The director and shareholders are from the same family.

 

If this (above) was their aim then why did they not tell me instead of just ignoring me when i asked to see who were the shareholders.

 

[Destiny1990]

3 minutes ago, ed strong said:

 

Hi thanks for replies, I paid it to the lawyer / accountant in Hua hin.

 

I presumed i would receive details / seal within a few days. It was only after i returned to the UK weeks later that i kept asking for company details, memorandum etc. At that point the accountant / lawyer just ignored me and would not reply to or answer calls.

 

I returned a few weeks later to hua hin and got a new lawyer to check whos name was on the companies and then i found out no mention of my name!

 

I did not transfer houses to these companies.

 

Can i sue the lawyer? She wont give me money back as ive asked. she just asks me i want to shut down my companies!?

(I think shes expected money to pay to shut them down!)

 

Is this normal practice? I see a poster below mentions this is normal and then they transfer to my name after!?

 

Yes guys there should have been more due dilliginace on my part but unfortunately i got caught up in the whole thai hospitality thing.

 

 

So what will u do with the houses?

[ed strong]

1 hour ago, Destiny1990 said:

U want your 80,000 back or you 2 homes?

I

 

Just now, Destiny1990 said:

So what will u do with the houses?

I received the money back for one house as they sold it and returned the money, less fees etc. ( this was my request) and happened in October 2016

 

Now they ignore me and wont reply any news or details about the 2nd house!

 

 

[Destiny1990]

5 minutes ago, ed strong said:

I

 

I received the money back for one house as they sold it and returned the money, less fees etc. ( this was my request) and happened in October 2016

 

Now they ignore me and wont reply any news or details about the 2nd house!

 

 

So u paid already for the second house?i would worry more about recollecting that payment than about the 80k.Fyi company ownership for land and house is not allowed here and your lawyer knows that already.

[williamgeorgeallen]

have you purchased the houses? hope for your sakes you can walk away from it only loosing your legal fees. if so that would be far less than many who bend the law buying property that they are not legally allowed to.

[ed strong]

5 minutes ago, Destiny1990 said:

So u paid already for the second house?i would worry more about recollecting that payment than about the 80k.Fyi company ownership for land and house is not allowed here and your lawyer knows that already.

Yes paid for 2nd house ( This is a separate issue) and still ongoing and more complicated but i can sort that out.

 

I was merely peeved that this lawyer / accountant can get away with my 80,000 thb. There was only 1m capital on each company! Which i don't believe would have been sufficient if the house sold for 3m +?

 

Reply to William

''have you purchased the houses? hope for your sakes you can walk away from it only loosing your legal fees. if so that would be far less than many who bend the law buying property that they are not legally allowed to.''

 

I would take that option yes. However at the moment i dont have either and cant get back to Hua hin for another 10 days.

 

So im just trying to get some info so when im back i can be more efficient and have a few more facts about this deal

 

Thanks for all replies

 

 

•  

 

[Destiny1990]

2 minutes ago, ed strong said:

Yes paid for 2nd house ( This is a separate issue) and still ongoing and more complicated but i can sort that out.

 

I was merely peeved that this lawyer / accountant can get away with my 80,000 thb. There was only 1m capital on each company! Which i don't believe would have been sufficient if the house sold for 3m +?

 

Reply to William

''have you purchased the houses? hope for your sakes you can walk away from it only loosing your legal fees. if so that would be far less than many who bend the law buying property that they are not legally allowed to.''

 

I would take that option yes. However at the moment i dont have either and cant get back to Hua hin for another 10 days.

 

So im just trying to get some info so when im back i can be more efficient and have a few more facts about this deal

 

Thanks for all replies

 

 

•  

 

What made u decide to buy 2 houses company owned instead of 2 condos freehold?

[ed strong]

17 minutes ago, Destiny1990 said:

What made u decide to buy 2 houses company owned instead of 2 condos freehold?

the sales pitch really.....was going to rent them out as they are near to Banyan Golf course. However the site is no where near ready as they had intended to

 

Unfortunately my father had a heart attack and stroke whilst in Thailand and was in ICU for over 1 month and now i need to recover that

money as the hospital bills were astronomical.  However i am having few issues as the house contract is in the name of property agent dealing with the sale of all the houses on the complex........as I did not wish it them to be transfered to the company that doesn't include my name.

[Henricus]

Get a good lawyer and check your sales I hear many story's about lawyers there you trust and walk away with your house because you don't understand the paperwork and you give with your signature your property to the lawyer  

[ed strong]

6 minutes ago, Henricus said:

Get a good lawyer and check your sales I hear many story's about lawyers there you trust and walk away with your house because you don't understand the paperwork and you give with your signature your property to the lawyer  

Yes thank you, since i have had my issues and spoken to other ex pats in Hua Hin. This isnt the first time this accountant / lawyer clients have had trouble selling their businesses ! a few surprises then emerge relating to the paperwork,

 

I spoke with a new lawyer in Hua hin and she wont deal with me purely because i was already involved / done business with that lawyer / accountant previously, Basically she wont touch anything that shes been invloved in!

 

So i found another lawyer ? accountant whom has helped me in the last few months but i dont think they are actual lawyers at all!

 

 

[Destiny1990]

5 minutes ago, ed strong said:

Yes thank you, since i have had my issues and spoken to other ex pats in Hua Hin. This isnt the first time this accountant / lawyer clients have had trouble selling their businesses ! a few surprises then emerge relating to the paperwork,

 

I spoke with a new lawyer in Hua hin and she wont deal with me purely because i was already involved / done business with that lawyer / accountant previously, Basically she wont touch anything that shes been invloved in!

 

So i found another lawyer ? accountant whom has helped me in the last few months but i dont think they are actual lawyers at all!

 

 

Why did u not made  your purchase more secure meaning knowing what u buy and under exact what conditions?u basically own a house now that u paid for that u now want to return to the developer?

[ed strong]

The house / contract is in the name of the lady agent that is also the sole agent for that development.

Coincidentally it is also her name on the companies that i set up !

 

I would not like to return it to the developer, i would like them to transfer the house to someone else that i request but they dont respond anymore to my messages or calls.

 

 

 

 

[Destiny1990]

U have proof of payments and receipt?

[mrboats]

Ed Strong your idea was good but you got yourself all messed up with wrong information

the lawyer is correct you cannot transfer a house into a company that's not 100% Thai owned

the house is transferred into the Thai company and then only when that's done is your name put in the company....not before...it's nothing unusual....I've done this many times....it's the way it's done

however if you don't trust the lawyer that's another story....you don't need a lawyer to do this....just take possession of your company's that you paid for and do the transfer yourself when your ready at the DBD

and another thing....yes it costs the same amount to close a company as it does to open one

[SOUTHERNSTAR]

Ed to say the least confusing. What we normally do is to not have a foreigner on the company as director or shareholder at the date of transfer. After transfer the directors and shareholding changes. In your case if the companies have been formed and now you don't need one as the sale has gone south, do you think it is okay to backtrack and not want the company ? I think you should ask for you to be brought in as a director and shareholder of the first company. To enable you to do changes to the shareholding of this company you have all Thai shareholders sign an undated share transfer document (this safe guards you against disappearing shareholders and scams). As for the second company where the house sale is pending I would bring myself on as shareholder and director as this can easily be changed if the sale do go through and I will do the same as for the other company regarding signed share transfers. Keep both companies if you have need for them. If you however continue with the purchase of the second house you can always use the first company to register a mortgage over the house which will cost you but will safe guard you against any scams by other shareholders.

[trogers]

The ways of deceit...confused even the one who activated it...

[ed strong]

mrboats and SOUTHERNSTAR

 

Thanks you both seem to confirm the same.

 

''the lawyer is correct you cannot transfer a house into a company that's not 100% Thai owned''

 

This was never explained to me at the time or afterwards. Just a silence when i asked for details of the shareholders of the company.

 

''In your case if the companies have been formed and now you don't need one as the sale has gone south, do you think it is okay to backtrack and not want the company ? ''

 

Originally there wasnt a proposed sale, just that this would be the way to do it and then try to find a buyer and 'sell' them the company.

 

When they wouldnt give me any info about the companies then i refused to use those companies and that also there was only 1m THB registered capital on each company which i wassubsequently told wasnt sufficient for a house that was worth 3m +?

[ed strong]

25 minutes ago, Destiny1990 said:

U have proof of payments and receipt?

I have all the receipts for the payment but they are not in my name only that of the agent.

 

I can prove that i sent approx £140,000 to Thailand from my business in UK to Thai account

Also i sent two payments (£6,000) directly from UK account to Land and construction companies associatted with the development in hua hin

[mrboats]

Ed Strong....you can possibly walk away from these companies as your name is not registered on the company docs

the lawyer will just flip them on to the next person who wants one

dont expect any return of you money though

yes it's possible to purchase a 3million baht property with a 1 million baht company....it's just paperwork...you loan the company the extra funds

[Langsuan Man]

Sounds to me that the OP's first lawyer was working for the developer (s) and not for him

As far as getting another lawyer the OP has already found out how that is working out

Hua Hin has always had a bad reputation as far as farangs and developers are concerned. One case resulted in the murder of a complaining foreigner

My only advice at this point would be for the OP to obtain Counsel from one of the large Bangkok firms. With one caveat, as advised by a long term expat, if you don't stand to gain at least +200,000 THB then the Thai courts are not for you

Sent from my Nexus 5X using Thaivisa Connect mobile app

[ThaiWai]

Your lawyer screwed it up let your lawyer fix it.  You did use a lawyer and not just trust random strangers and contracts in a language you can't read right?  A lawyer that was highly recommended with a proven track record right?  Certainly no one would do that.

Edited April 18, 2017 by ThaiWai

[kimmy]

28 minutes ago, ed strong said:

I have all the receipts for the payment but they are not in my name only that of the agent.

 

I can prove that i sent approx £140,000 to Thailand from my business in UK to Thai account

Also i sent two payments (£6,000) directly from UK account to Land and construction companies associatted with the development in hua hin

 

This 1 million share capital is merely the shareholders liability, value of assets in the company is something completely different.

Guessing, but maybe they are all quiet because there is nothing to transfer to the company yet? Is there a separate land title deed for this property? Have you seen it? Who is the owner? Free of encumbrances? Do you have a copy? How about the house, is it build already? Is there a construction agreement? Building permit? Who is named on it? Sale agreement? 
 

[Destiny1990]

Let us know when u plan your housewarming?

[ed strong]

thanks guys, no to most of the above. havent seen or dont know.

 

i'll forget the 80,000thb and move on, no chance in court im afraid.