Opening a business in Thailand as an Australian involves making decisions that affect how much ownership you keep, how you control operations, and what rules you must follow. There are multiple kinds of businesses that Australians can start in Thailand; some limit you from the start, while others give you more freedom but require stricter compliance.
Before you move forward, it’s important to understand how each option affects your rights and responsibilities. Failing to do so may lead to missed opportunities or serious legal consequences. This article breaks down the types of businesses Australians can open in Thailand and what you need to consider before choosing one.
Thai Limited Companies
A Thai Limited Company gives you a clear path to owning part of a business in Thailand. You can hold up to 49% of the company’s shares, while Thai nationals must hold the majority. Even though you do not own most of the shares, you can acquire a controlling stake and even act as the Managing Director if certain conditions are met. This setup also helps you avoid the strict rules of the Foreign Business Act, which restricts foreigners from fully owning companies in Thailand or working in certain industries.
Partnerships in Thailand
If you want to start a smaller business with local partners, you can set up a Thai Business Partnership. Thailand offers two types:
- Ordinary Partnership: All partners share joint and personal responsibility for the business’s debts. Each partner can act on behalf of the business but only with the consent of the others.
- Limited Partnership: Some partners are only responsible for the amount they invested, while others are fully responsible for the business’s debts. Only a partner with full liability can manage the business. If a limited partner tries to manage the business, they lose their protection and become fully liable.
Note that partnerships are also governed by the Foreign Business Act.
Thai Branches of Australian Businesses
If you already run a business in Australia, you can open a Branch Office or a Regional Office in Thailand. A Branch Office allows you to carry out business activities, but you’ll need a Foreign Business License and must submit reports to Thai authorities. A Regional Office handles support tasks only and can’t earn income in Thailand. But since it doesn’t trade, it also doesn’t pay corporate income tax.
How Can Australians Own 100% of a Business in Thailand?
In most cases, you need a Thai majority partner or a link to a foreign parent company to open a business in Thailand. However, there are some ways for you to hold the majority or even full ownership of your company.
One option is to apply for a Foreign Business License. This license lets you run a business in industries that usually limit foreign involvement. The process can take time, and approvals are not guaranteed, but your chances improve if your company brings real value to the Thai market and does not hinder local businesses.
Another option is through the Board of Investment (BOI). If your business fits into industries that help Thailand’s economy, such as tech, manufacturing, or clean energy, the BOI may grant you 100% ownership. You could also benefit from easier work permit approvals, tax exemptions, and the ability to buy land for your business.
The Thailand-Australia Free Trade Agreement (TAFTA)
The Thailand-Australia Free Trade Agreement (TAFTA) is an agreement between the two governments that allows special privileges for Australian entrepreneurs and businesses in Thailand.
Under TAFTA, you can apply for a Business Operations Certificate that allows majority or full ownership in specific sectors. This includes construction, maritime cargo, mining, hospitality, and consulting. If you’re Australian, this agreement lets you enter these industries more easily than under the standard rules of the Foreign Business Act.
To qualify, your company must be registered in Thailand as a limited company or partnership. Australian nationals must hold most or all of the shares, while directors can be either Thai or Australian. The debt-to-equity ratio must also stay below 3 to 1. If you meet these conditions, you won’t be subject to the usual ownership limits.
TAFTA also gives you the right to move profits more easily out of Thailand. It speeds up visa and work permit approvals and lets you settle disputes through neutral legal channels. This helps reduce uncertainty and makes it easier to manage your business.
Professional Help for Australian Citizens to Set Up a Business in Thailand
If you want to run a successful and profitable business in Thailand, you must choose the right company structure, complete your company registration, apply for the correct licenses, and apply for available incentives such as BOI promotion or a Business Operations Certificate. Skipping any step can lead to delays and poor business performance, and serious mistakes could lead to fines or even criminal charges and deportation. Careful planning protects your time, money, and ability to stay in the country.
Getting help from the experienced corporate lawyers at Siam Legal can make the process faster and safer for you. Our expert corporate legal team can guide you through your company registration in Thailand, selecting the right structure, preparing license applications, and securing BOI incentives if your business qualifies. The visa consultancy branch of our firm can also provide assistance with visa and work permit applications for yourself and any foreign employees, so you can start operations without delay.
If you are ready to set up your business or a foreign branch in Thailand, contact Siam Legal today to schedule a consultation and leverage our 20+ years of experience helping foreign-owned companies achieve success in the Land of Smiles.
