Starting a Business · Thailand
Starting a business in Thailand: foreigner's guide (2026)
Thailand shaded by its starting a business status
Thailand permits foreigners to register private limited companies through the DBD, which moved to a fully digital platform (DBD Biz Regist) from 1 January 2026. However, the Foreign Business Act caps foreign equity at 49% in most sectors; majority foreign ownership requires either a Foreign Business Licence, BOI promotion, or a bilateral treaty exemption. Cabinet approved FBA amendments in April 2025 and May 2026 to delist up to ten restricted categories, with implementation expected mid-to-late 2026.
Key points
Under the Foreign Business Act, any entity where 50% or more of shares are held by non-Thais is classified as 'foreign' and restricted to 49% equity in List 2 and List 3 sectors. Full foreign ownership in restricted sectors requires a Foreign Business Licence (List 3) or Cabinet approval (List 2), both of which are complex and not guaranteed.
List 1 (e.g., land trading, domestic broadcasting) is wholly closed to foreigners. List 2 (national security/natural resources) requires Cabinet approval plus a Foreign Business Licence. List 3 (e.g., retail, accounting, legal services) requires a Foreign Business Licence only. Many common service sectors fall under List 3.
From 1 January 2026, all private limited company and partnership registrations must be submitted exclusively through the DBD Biz Regist online platform; physical filings are no longer accepted. Foreign shareholders and directors can now complete the entire process remotely using electronic signatures via the DBD e-Service portal.
Effective 1 January 2026, Thai shareholders in companies with foreign participation must produce three months of bank statements proving that funds withdrawn match the exact amount and date of their share subscription payment. This measure targets nominee arrangements and adds due-diligence burden to formation.
There is no statutory minimum for a standard Thai private limited company, but the Foreign Business Act mandates at least THB 2 million paid-up capital for businesses requiring a Foreign Business Licence, and at least THB 3 million for certain special-permission activities. Separately, THB 2 million registered capital is required per foreign work permit holder.
The Cabinet approved FBA amendment in principle on 22 April 2025, and on 12 May 2026 approved draft instruments to remove Foreign Business Licence requirements for nine business categories. The DBD confirmed ten candidate sectors at a seminar on 29 January 2026. Full legislative implementation is expected mid-to-late 2026; until enacted, existing restrictions remain in force.
Timeline - major decisions & events
The Thai Cabinet approved two draft instruments removing the Foreign Business Licence (FBL) requirement from nine categories of business under the Foreign Business Act, directly reducing a major bureaucratic barrier for foreign-led company formation in services and technology sectors.
Nishimura & Asahi ↗Thailand's Department of Business Development (DBD) mandated that all partnership and private limited company registrations be submitted exclusively through the DBD Biz Regist online platform, ending physical walk-in submissions and cutting typical processing time from 1–3 weeks to 1–2 business days.
Tilleke & Gibbins ↗The Thai Cabinet endorsed the Law Reform Commission's proposal to overhaul the Foreign Business Act B.E. 2542, signalling a shift from a protectionist ownership-cap regime toward a competitiveness-focused framework that would remove outdated restrictions on tech, digital, and startup sectors.
Maverick Consulting Group ↗The DBD officially launched DBD Biz Regist, replacing the legacy e-Registration system (2017); the platform introduced electronic signatures, online identity verification (ThaID/NDID), and on-platform generation of certified corporate documents, completing the paperless registration stack.
Attori Law ↗The Board of Investment unveiled a matching-investment scheme under the Competitiveness Enhancement Policy Committee that co-invests up to THB 50 million per qualifying startup alongside accredited private investors, targeting Thai-registered, high-tech early-stage companies.
Chambers & Partners ↗The Civil and Commercial Code Amendment Act (No. 23) B.E. 2565, gazetted 8 November 2022, entered into force, cutting the minimum founders required to incorporate a private limited company from three to two persons and allowing directors to attend board meetings remotely.
Nishimura & Asahi (CCC Amendment No. 23 analysis) ↗Thailand's BOI introduced the 10-year LTR Visa for wealthy global citizens, high-skilled professionals, and work-from-Thailand professionals, giving qualifying foreign founders a stable long-term residency pathway and reducing dependency on renewable short-term business visas.
BOI Long-Term Resident Visa Portal ↗The World Bank's Doing Business 2020 report ranked Thailand 21st of 190 economies (up from 27th), awarding a 92.4 score on the 'Starting a Business' sub-indicator — the highest the country achieved before the index was discontinued in 2021, reflecting the cumulative impact of DBD e-registration reforms.
World Bank Open Data ↗The EEC Act created a dedicated special investment zone across three eastern provinces offering 100% foreign ownership for BOI-promoted EEC businesses, 50+49-year land leases, and the suspension of more than 100 regulations normally restricting foreign business formation — making EEC the most liberalised place to start a foreign-owned business in Thailand.
UNCTAD Investment Policy Monitor ↗The Board of Investment introduced the SMART Visa offering up to four-year stays (no separate work permit required) for investors, executives, experts, and startup entrepreneurs in ten targeted S-Curve industries, creating the first structured visa track designed specifically to attract foreign tech founders.
BOI SMART Visa Portal ↗Thailand's Department of Business Development rolled out the e-Registration platform, enabling online filing of incorporation documents, amendments, and dissolution notices for the first time, beginning the shift from mandatory in-person registration at provincial offices.
Conventus Law ↗The Foreign Business Act replaced the 1972 Alien Business Law, codifying three annexes of activities restricted or prohibited for foreign-controlled companies (those with ≥50% non-Thai shareholding) and requiring Foreign Business Licences for List 3 activities; it remains the central constraint on 100% foreign company formation in most sectors.
Board of Investment (FBA official text) ↗The Investment Promotion Act created the Board of Investment and its sector-based promotion regime, allowing BOI-approved projects to achieve 100% foreign ownership and other privileges that override Foreign Business Act restrictions — forming the primary legal gateway for foreign-controlled startups in otherwise restricted sectors.
Board of Investment (IPA official text) ↗The CCC came into force, establishing the enduring legal framework for forming private limited companies and partnerships in Thailand — defining minimum capital, promoter requirements, shareholder rights, and director duties — and serving as the bedrock statute governing business formation for the following century.
FAO FAOLEX (UN) ↗Thailand - other topics
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