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chateaujade
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You don't have to go through any particular gyrations. Once the registered capital has been paid in, the corporation can use it as working capital, it need not be retained as fixed capital. The AMOUNT of the reg.cap. simply defines the max.liability of the corporation. That max.liability is apportioned to the shareholders according to their % ownership. And that's all. It's really simple.
I used the example of 2 Million baht ($45,000) just because that's what the Labor Ministry specifies as the minimum reg.cap. to support 1 farang work permit. Which is obviously a hint.
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Thai Girls : Meet Sexy Thai Girls
Posted on: 1:36 am on Aug. 31, 2002
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yodsaker
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Quote: from chateaujade on 8:49 pm on Aug. 31, 2002
For the incorporators, the number is 8 (one of them is you) and each incorporator must have at least 1 share (not same as 1%, as there will be a large number of shares, like 10,000, or 100,000, say). The lawyer can provide the extra incorporators, it's a formality.
The minimum number of shareholders is 7, including you, and 49% is the maximum number of shares that can be held by non-Thais. Agai, the lawyer can provide a nominee or nominees to hold the rest for you, execute a Power of Attorney giving you voting authority for those shares, an option to buy them at a nominal price (like 1 baht each -- or less) and make all this sort of thing permanent and irrevocable.
Another piece of advice I was given is to have a signed letter of resignation from each of the other directors so you can simply date it and get rid of them if the need arises.
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Bangkok Women : Meet Sensual Bangkok Women
Posted on: 6:13 pm on Feb. 29, 2004
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BKK Banger
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You may be thinking a bit too far ahead. For a small company in Thailand with seven "shareholders" but one real owner who has provided the start up capital and runs the business with nominees.
The directors are appointed by the General Meeting of the shareholders, EGM, AGM, OGM etc. or whatever you want to call it.
If you control the shareholders then this is a formality to change directors.
The largest problem I have found is with the banks. The amount of paperwork etc. they require is substantial. They also require resolutions on opening accounts and signators etc. Best just settle all this at a general meeting.
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Thai Girls : Meet Sexy Thai Girls
Posted on: 8:55 pm on Mar. 1, 2004
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TJ
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Sparse thread.
Anyone have a favorite company for helping set up a business? (ie, handling all the paperwork, dealings, etc). I'm talking to one already, but curious as to what other people have used.
From more than one source, I've heard that one doesn't need to actually have that 2mil baht brought into Thailand - that it simply has to be certified as belonging to the corp. Not precisely sure how that would happen - perhaps I can just create a US account to hold the dollar equivalent under the company's name?
One additional datapoint appears to be that, as a US national, I can partake of a company in which 100% of the shareholders are non-Thai:
...under the Treaty of Amity and Cooperation, US nationals are allowed to have majority control and ownership of a Thai company here. However, this special privilege for US nationals will not be applicable at the end of this year. To apply under the Treaty of Amity and Cooperation, we have to register your company with the Foreign Business Department. The government fees alone is 42,000 Baht excluding our service fees.
Anyone know if this Treaty is the same thing that chateaujade was talking about way-back-when?
chateaujade
The maximum foreign (non Thai) ownership of shares is 49%. Don't get bogged down with the Alien Business law, it's a waste of time and basically, the types of business that qualify for more than 49% non Thai equity are so restricted that it's a joke.
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Bangkok Girls : Meet Sexy Bangkok Girls
Posted on: 5:15 pm on June 22, 2004
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jack attack
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Just a side note/question, I thought it was Bt 3 million for registered capital unless it has changed recently.
I would recommend using a reputable law firm/lawyer. I have nothing against the companies that specialize in this but the law firm can help with a variety of other issues if they ever come up and can be used as a reference when looking for business (i.e., "My law firm is...."). It will cost more but it can give more piece of mind in the long run.
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Bangkok Women : Meet Beautiful Thai Girls
Posted on: 8:57 pm on June 22, 2004
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BKK Banger
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TJ,
You may be getting a little confused by the different regs concerning US citizens.
The ABLs do not apply to aliens who are nationals of countries which have certain commercial agreements with the Thai govt.
The only one is the USA whose citizens are entitled to protection under the Treaty of Amity and Economic Relations between the USA and Thailand (1966). This did not cover certain activities such as communications, transportation, fiduciary functions, banking, land etc.
There are all manner of restrictions on foreigners owning businesses, land etc under the ABL, the Condominium Act etc. The easiest way around this is to employ nominees as discussed earlier in this thread. It may prove to be a waste of money to follow the Treaty route and have all the additional hassle and paperwork.
And remember that Thai politicians love to have a go at farangs from time to time and change the regulations. They do not care a jot about your rights if they can show the electorate that they are tough on Thai sovereignty.
You may choose to keep it on paper majority Thai (60%+) and you may find you get fewer problems in the long run, particularly if you violate Thai sovereignty by buying a small house.
And it is 2m Baht regd. capital if you wish to apply for one work permit. If none needed then register as a smaller company. There are always rumours of increasing this as politicians want to make it more difficult / expensive for farangs to operate here.
You may find it is easier to buy an established 2m Baht company here with an existing business. Sun belt Asia have plenty of listings but only a few are proper companies which are fully licensed, registered etc. with audited accounts and paid up taxes.
There are some good opportunities here for a hard working farang who wants to run his own business.
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Thai Girls : Meet Active Thai Girls
Posted on: 11:51 pm on June 22, 2004
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Glosterboy
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I have started a small company here, Its very hard work, but DO get some good advise and double check everything. This may be the land of smiles, but they will also take everything you have without thinking twice.
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Thai Women : Meet Matured Thai Women
Posted on: 5:51 am on June 23, 2004
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Bangkoksexydotcom
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The problem is IF you get problem or something. Evertying may look good on paper but you can make sure that when dark clouds come they do not come alone. Some law firms helps you sneak trough diffrent loop holes and everything is fine untill you get some tax problem or something. I have my company with my ex gf and owns the papper and the company my name is on the house and on all the rest of the pappers. This is a small operation and its the easy way but farrang can not be the owner.
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Bangkok Girls : Meet Attractive Thai Girls
Posted on: 7:01 am on June 23, 2004
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