Can a Foreigner Own a Company in Thailand? 2026 Guide

You’ve heard Thailand limits foreign ownership to 49%. That’s the default for a Thai company. For international founders building cross-border businesses, you can qualify for structures that give you majority or even full control. The question isn’t just whether you can own your company in Thailand; it’s which structure fits your business type and requires the least time and capital to execute. 

This guide covers the basic question, can a foreigner own a business in Thailand, and outlines all legal paths to owning a company in Thailand, including the explanation of route to majority foreign ownership and the 2026 regulatory changes. 

A note on scope: this guide covers private limited companies, the most common structure used by foreign founders in Thailand. Branch offices, representative offices, and partnerships are outside the scope here. This guide draws on the Foreign Business Act B.E. 2542 (1999), BOI official documentation, and DBD guidance, verified against current sources as of April 2026.

Can a Foreigner Own a Company in Thailand? 

Yes, but how much you can own depends on the type of company and what your business does.

In Thailand, a company can be classified as either Thai or foreign.

In practice, having a Thai-majority company, with 51% or more Thai shareholding and 49% foreign shareholding, is the most straightforward way for foreign investors to operate and be legally considered a “Thai company”. Being a Thai company comes with fewer restrictions than a foreign company.

Under the Foreign Business Act (FBA), a company is considered “foreign” if 50% or more of its shares are held by non-Thais. Foreign companies face stricter rules under the FBA. Many business activities are restricted, and those that are allowed may require a Foreign Business License (FBL). They also have additional requirements, such as a higher minimum capital and limits on land ownership. 

That said, a majority or 100% foreign ownership is possible through specific routes, including obtaining an FBL, receiving Board of Investment (BOI) promotion, or qualifying under the US–Thailand Treaty of Amity.

What the Foreign Business Act Restricts 

If 50% or more of a company’s shares are held by non-Thais, the Foreign Business Act (FBA) generally applies. The FBA is a Thai law that regulates foreign participation in specific business activities. It classifies business activities into three separate lists, each subject to varying levels of restriction.

The extent to which foreign founders are permitted to operate in Thailand depends on the category in which their intended business activity is classified.

 *A manufacturing company in Thailand does not need a Foreign Business License (FBL) if it produces and sells only its own goods, whether domestically or for export. Foreigners can fully own such businesses. However, made-to-order or contract manufacturing is treated as a service business and requires an FBL.

The Majority-Thai Private Limited Company

If your business activities are on the FBA restricted list but you want to start trading quickly — without waiting months for a Foreign Business License or BOI promotion — one route is to incorporate a Thai-majority private limited company instead. This means Thai shareholders hold 51% of the shares, and you hold 49%. Once classified as a Thai entity, it is therefore not subject to FBA restrictions. 

The critical requirement is that your Thai shareholders must be genuine stakeholders, not nominees. Using Thai "nominee" shareholders (people who hold shares in name only on your behalf) is a criminal offence.

The drawback is the one everyone sees: you don't hold the majority. To address this, Thai law — specifically Section 1108 of the Civil and Commercial Code — permits companies to issue two classes of shares: ordinary shares and preference shares. Preference shares can carry enhanced voting rights. Done correctly, a foreign founder could use preference shares to give them some effective decision-making control.

Regulators have discussed expanding the definition of a "foreign" company to include voting control, not just equity ownership, but as of 2026 no such change has been enacted.

Majority or Full Foreign Ownership: Which Path Is Right for You? (Quick Guide)

If holding only 49% isn’t workable for your business, and your activity falls under a restricted category in the Foreign Business Act (such as transport, utilities, retail, consulting, and most service businesses), there are three legal routes to obtain majority foreign ownership. These routes are not interchangeable—they depend on your industry, company structure, and level of regulatory approval required.

Timelines are indicative. Actual processing times vary by business type, documentation quality, and current DBD workload.

One thing to be clear on: nominee structures are not a fourth option. Penalties for nominee shareholding include up to 3 years imprisonment and fines of up to THB 1 million. 

Path 1: Foreign Business License (FBL)

A Foreign Business License allows a foreign-majority-owned company to legally operate business activities that are otherwise restricted to Thai nationals under the Foreign Business Act (FBA). Without one, foreign companies cannot legally enter these restricted categories.

Applications are submitted to the Department of Business Development (DBD) and reviewed by the Foreign Business Committee, which evaluates the economic and social impact of the proposed business. The committee has broad discretion, so approval is not guaranteed. The process typically takes several months.

Key requirements:

• Minimum registered capital of THB 3 million 
• Full documentation, including a business plan, company registration, and financial statements
• The individual applicant must be at least 20 years old, reside in Thailand, and must not be bankrupt, incompetent, or have prior FBA violations or convictions for fraud/misappropriation within the past five years

Process overview:

1. Prepare documents 
2. Submit the application to the DBD via https://www.dbd.go.th/en 
3. The committee reviews and may request additional information
4. If approved, pay fees and receive the license

Path 2: BOI promotion

The Board of Investment (BOI) is a Thai government agency that promotes investment in priority sectors. It offers incentives to both foreign and local businesses, including exemptions from Foreign Business License (FBL) requirements. BOI promotion may allow foreign-owned companies to operate in activities that would otherwise require Thai majority ownership.

BOI promotion is the clearest path to ownership for a founder building a software company, fintech operation, logistics platform, or any technology-driven business in Thailand. If your activity qualifies, it's almost always the first path to evaluate.

What you get with BOI

• BOI promotion may allow majority or full foreign ownership for approved activities, within the scope of the promotion
• Reduction of the corporate income tax 
• Corporate income tax holidays of up to 13 years, depending on the activity and location
• Import duty exemptions on machinery and qualifying materials
• Possibility of land ownership

Eligible sectors in 2026

BOI covers a broad range of activities. These are most relevant for founders building cross-border businesses:

• Technology and software development
• Digital, creative industries and high-value services (e.g. IBC, software)
• Research and development (R&D) 
• Smart manufacturing and automation
• Renewable energy and environmental management
• Electric vehicles and infrastructure development
• Agritech and food production
• Medical technology and biotech 

The process

Submit your investment proposal to the BOI. Required documents include the application form outlining your business plan, capital use, hiring and projections, along with company documents, proof of funds, and any relevant agreements. Additional forms or a presentation may also be requested.

BOI then review it and request a presentation, typically within about 10 business days. After evaluation, the BOI issues a decision. If approved, accept the promotion within 1 month. Total timeline is about 2 to 4 months, though complex cases may take longer.

Evaluation timeframe by project value

• ≤ 200 million THB: ~40 working days
• 200 to 750 million THB: ~60 working days
• ≥ 750 million THB: ~90 working days

Path 3: The US-Thailand Treaty of Amity

The Treaty of Amity and Economic Relations, signed between the US and Thailand in May 1966, allows companies with at least 51% US citizen ownership to operate in Thailand as if they were Thai companies. In practice, this means up to 100% foreign ownership.

Requirements

• Minimum 51% of shares held by US citizens or US-majority-owned entities (if your US investor later drops below 51%, the Treaty Certificate becomes void)
• Majority of the board of directors (at least 50%) must be US citizens. Any third-country national authorised to sign on behalf of the company must always co-sign with a US-citizen director.

What it doesn't cover

Even with Treaty protection, certain activities remain restricted. American investors cannot operate businesses in communications, transportation, land ownership and exploitation, banking with depository functions, or fiduciary activities. For most digital, trading, and services businesses, these restrictions are not relevant.

The process

You must complete a registration process proving the business is U.S.-owned and managed. This involves notarising key company or ownership documents and submitting them to the U.S. Commercial Service at the Embassy in Bangkok for certification, then filing the certified documents with Thailand’s Department of Business Development. The process typically takes around 4 to 5 weeks, though government registration may take longer depending on the case.

The Nominee Shareholder Trap in 2026

A nominee shareholder is a Thai national who holds shares on paper on behalf of a foreign founder, with no genuine stake, no capital contributed, and no real role in the company. The arrangement is designed to make a foreign-owned company look like a Thai-majority company in the DBD registry.

This is illegal under Section 36 of the Foreign Business Act. It has always been illegal. What changed in 2024 - 2026 is the enforcement intensity. 

A Thai shareholder must now be able to prove that the funds used to invest were their own. Without this, they cannot legally hold shares in a company with foreign ownership. Incorporation agents who still promote nominee shareholders as a workaround are recommending an approach that exposes clients to potential criminal liability.

2026 Regulatory Changes Every Foreign Founder Should Know

Thailand has introduced stricter verification rules for company registration, focusing on transparency in shareholding and business details. Effective from 2026, these changes increase documentation requirements. Let’s take a look.

DBD Order No. 2/2568: bank statement requirement (January 2026)

Effective January 1, 2026, any company registration involving foreign participation requires Thai shareholders to provide three months of personal bank statements. The statements must show a withdrawal or transfer matching the exact amount and date of their share subscription payment.

This applies to any company where a foreigner holds a director role, even with no foreign shareholding. The purpose is to prove Thai shareholders are genuine contributors, not nominees.

The practical impact: incorporation timelines for the Thai-majority route now require more preparation on the Thai shareholder side. 

Tightened address registration rules (January 2026)

Effective 1 January 2026, the DBD introduced enhanced verification requirements for the registration and amendment of head office addresses of partnerships and limited companies. 

The most significant change is a risk-based trigger: if an address has already been registered as the head office for five or more companies, it is automatically flagged for enhanced scrutiny.  At that point, applicants must provide a Letter of Consent from the property owner plus supporting documents proving the legal right to use the premises.

Virtual office and coworking space providers need to adapt by preparing proof of rights to use the premises, space layout or partition plans, and consent letters clearly identifying each company using the premises. The rule does not prohibit multiple companies from sharing an address — it requires that those arrangements be transparent and documented.

Looking For an Alternative Option? Consider a Hong Kong Company 

If you're drawn to Southeast Asia but find Thailand's routes to full foreign ownership — BOI, FBL, or the Treaty of Amity — too complex, too slow, or simply not applicable to your business, a Hong Kong company is worth considering.

The core appeal is straightforwardness. Hong Kong allows 100% foreign ownership across most business activities, with no minimum capital requirements for most company types. As the founder, you are not required to be physically present in Hong Kong for day-to-day operations — in practice, a founder living anywhere, whether in Thailand, Europe, or elsewhere in Southeast Asia, can incorporate and run a Hong Kong company. Many founders live in Thailand while running their Hong Kong company.

Hong Kong does require two things: a registered local business address and a company secretary who is either a Hong Kong resident or a licensed corporate service provider with a place of business in Hong Kong for liaising with the government. These are services that a provider such as Statrys can fulfil.

From a tax perspective, Hong Kong operates on a territorial basis. Only income sourced in Hong Kong is subject to profits tax.

Interested? Statrys handles end-to-end company setup.

Through Statrys, you can register a Hong Kong company, apply for a multi-currency business account and get accounting services, all without setting foot in Hong Kong.