Thailand Business Law for Foreigners

Understanding the Foreign Business Act, restricted activities, BOI promotion pathways, and the criminal risks of nominee structures.

Warning

Active Nominee Crackdown: 2024-2025

Thai authorities have prosecuted 852 companies and seized THB 15.1 billion in assets related to illegal nominee structures. Criminal penalties include up to 3 years imprisonment under FBA Section 36. Both foreigners and Thai nationals face prosecution.

Business Law Guides

Comprehensive guides to Thailand's business laws affecting foreign investors and entrepreneurs

Foreign Business Act Explained

What foreigners cannot do in Thailand

  • List 1: Absolutely prohibited activities
  • List 2: National security restrictions
  • List 3: Thai competitive advantage
  • BOI and Treaty of Amity exceptions
  • Criminal penalties for violations

Nominee Structure Risks

Why nominee arrangements fail and lead to prison

  • Land Code Sections 111-113 penalties
  • FBA Section 36 anti-avoidance
  • Real enforcement cases 2024-2025
  • DSI investigation patterns
  • Red flags that trigger investigations

BOI Promotion Pathways

Legal foreign majority ownership

  • BOI-eligible business activities
  • 100% foreign ownership options
  • Tax incentives and benefits
  • Application process overview
  • Compliance requirements

Treaty of Amity

Special rights for US citizens

  • US-Thailand Treaty benefits
  • Majority ownership rights
  • Excluded business activities
  • Application requirements
  • Maintaining compliance

Control Myths Debunked

Why "controlling" a Thai company won't protect you

  • The fallacy of control mechanisms
  • Why side agreements fail
  • DSI investigation triggers
  • What enforcement actually looks like
  • Legal alternatives explained

Nominee Crackdown Tracker

Real-time enforcement updates 2024-2025

  • 29,000+ legal cases since 2022
  • 852 companies prosecuted
  • Geographic hotspots and targets
  • Major raid timeline
  • Proposed legal reforms

Foreign Business License (FBL)

Legal pathway to operate restricted businesses

  • FBL application requirements
  • Eligible business activities
  • Capital and employment requirements
  • Processing timeline and fees
  • Compliance and reporting obligations

Key Business Statutes for Foreigners

FBA Section 36

Criminalizes Thai persons acting as nominees to help foreigners circumvent business restrictions.

Up to 3 Years Prison + THB 1M Fine

FBA Section 37

Penalties for foreigners operating restricted businesses without proper license or certificate.

Up to 3 Years Prison + Business Dissolution

FBA Section 41

Extends liability to directors, partners, and authorized representatives of violating companies.

Up to 3 Years Prison + THB 1M Fine

BOI Act Section 27

Allows BOI-promoted companies to have majority or full foreign ownership in approved activities.

Legal Pathway

Treaty of Amity

US-Thailand treaty allowing American citizens majority ownership in most non-List 1 businesses.

Legal Pathway (US Only)

Land Code Section 97

Prohibits companies with foreign majority ownership from owning land (with narrow exceptions).

Land Forfeiture + Penalties