Last updated: 2026-05-04
The main legal vehicles for doing business in Thailand, what each one allows, and the practical trade-offs for foreign operators.
Most foreign operators end up choosing between three structures: a Thai limited company, a branch office, or a representative office. All three are registered with the Department of Business Development (DBD) under the Ministry of Commerce, and each one lets you do a different scope of work in Thailand. There's also a separate "regional office" vehicle for non-revenue regional coordination, but that's rarely the right answer for a business that actually wants to operate.
The most common choice by a wide margin. Since 7 February 2023, a Thai private limited company has only needed two shareholders (down from three under Civil and Commercial Code Amendment No. 23, B.E. 2565). Foreign ownership is restricted by the Foreign Business Act: List 1 activities are closed to foreigners, List 2 needs Cabinet approval, and List 3 caps foreign ownership at 49% unless you qualify for an exemption (BOI promotion, US Treaty of Amity registration, a Foreign Business Licence, or a free-trade-agreement pathway like TAFTA or JTEPA).
A limited company can do general business, sign contracts, hire staff, and earn revenue. For most operators who want flexibility and a long-term presence, it's the default starting point.
A branch office is a legal extension of a foreign parent company, not a separate Thai entity. It can do commercial work and earn revenue, but in most cases it needs a Foreign Business Licence to do so, which the Ministry of Commerce reviews case by case.
Liability flows back to the parent. So unless there's a specific reason to keep the Thailand operation legally tied to the foreign entity, this isn't usually the right choice.
A rep office can't earn revenue in Thailand at all. The scope is limited to non-trading support work for the foreign parent: market research, sourcing, quality control, liaison with local partners, and reporting home. It's funded entirely by remittances from the parent.
Useful as a low-commitment first foothold. Useless the moment you need to invoice a Thai customer or sign a revenue-generating contract.
For most foreign founders launching an operating business here, the Thai limited company is the right starting point. Run BOI promotion in parallel if the activity qualifies and the incentives are real. Use a rep office only when the Thailand operation is genuinely non-revenue support work.
Whichever you pick, registration runs through DBD: name reservation, articles of association, paid-up capital, registration filing. Most operators use a Thai law firm or a registered agent for the first one. The cost is modest and the paperwork is unforgiving if you try to do it cold.
This page is a plain-English reference. It is not legal advice. For specifics that affect your business, consult a qualified Thai law firm.