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This guidance is intended for foreign nationals and Thai nationals who are the subject of a formal investigation into alleged nominee shareholding arrangements. Such investigations are conducted under the Foreign Business Act B.E. 2542 (1999) and, increasingly, in coordination with
Since 1 January, 2026, the Department of Business Development (DBD) has enforced a series of administrative orders that systematically dismantle the era of passive nominee shareholding[reference:0]. This shift from form-based to substance-based verification fundamentally alters how companies are registered, amended,
In many Thai corporate disputes, the share register is not the end of the inquiry; it is the beginning. While company records formally identify shareholders, Thai courts do not consider these records conclusive when surrounding evidence suggests a different operational
Routine Signatures and Litigation Risk In corporate disputes before Thai courts, directors frequently justify problematic transactions or inaccurate filings on the basis of ignorance. Within the organization, that explanation may appear plausible. Corporate documentation is often drafted by accountants, legal
Shareholding is a Starting Point, not a Conclusion In disputes concerning the governance of a Thai company, the parties typically commence by examining the share register. This approach is understandable because the register indicates legal ownership, demonstrates the formal allocation
Thailand is considering significant reforms to the Foreign Business Act that could remove licensing requirements for several service industries. The proposed changes may make it easier for foreign investors to operate software development, treasury centre and intra-group management businesses in Thailand without obtaining a Foreign Business License. … Read More
For many years, the incorporation of Thai companies was regarded primarily as a routine compliance exercise. While Thai law has long prohibited nominee arrangements under the Foreign Business Act (FBA) and related legislation, substantive scrutiny of ownership structures often occurred
Thailand is positioning itself at the forefront of Southeast Asia’s innovation economy with the introduction of the Draft Startup Promotion and Development Act. This proposed legislation represents a strategic governmental initiative designed to systematically address the legal and operational challenges
