How To Buy

There are 2 options to buy propriety in Thailand for foreign people:

1) Limited Liability Company: This is the most popular option with foreign investors as although Thai shareholding must be a minimum of 51%, the Land Code of Thailand along with the Foreign Business Act (FBA) does not prohibit foreign control (voting and management) of a Thai company. This means that a number of measures can be introduced to ensure that the foreign minority shareholders have effective management and financial control of the company.

A limited company is just like an individual person. It is a legal entity in its own right which can make decisions, go into business, buy land or property and sell land or property. The limited company is owned by shareholders who appoint one or more directors to make the day to day decisions, for example decide to buy or sell assets (land and house) or go into business.

When your own Thai company is set up, you will only be allowed to own 49% of the shares as Thai law states that the other 51% must be owned by Thai nationals. However, only you will be director, which means you control everything that the company does.

Normally, shareholders can override directors’ decisions, by calling a shareholders meeting and voting the director out of power, but for foreign owned companies, a lawyer will set up two types of shares:

  • Ordinary shares 51% for Thai shareholders

  • Special shares 49% for you

The rules of your company will state that only special shareholders can call a shareholders meeting, meaning only you can ever call a meeting to vote on your own decisions.

In addition, the special shares will be allowed ten (10) votes per share, whilst the ordinary shareholders will only be allowed one (1) vote per share. This means that if there was a vote, you would have 490 votes against 51. In other words, you would always get a 90% majority.

To all intents and purposes you will therefore have 100% control over the company. You can sell your shares which will be worth 100% of the company value (because they give 100% control over the company and its assets).

To sum it up, after signing all the appropriate forms you will have 100% control of a company which owns your land and/or house, effectively meaning you own the land and/or house and can do with it what you wish.

2) Long Lease and Option to Buy: You can have a 30 years lease with a 30 plus 30 years option to renew from the freeholder, and an option to buy. In order to be enforceable, any lease for a period of longer than three (3) years must be registered, which involves payment of a registration fee and stamp duty based on a percentage of the rental fee for the whole lease term. The original registered lease remains in force and in effect even if the property is sold. The drawbacks to a lease include the fact that the parties can contractually agree to renewals, but this right cannot be registered and is not effective against a purchaser of the property, and the lessee cannot (without the lessor's consent) sublease, sell or transfer his or her interest.