The most commonly used types of Company registrations in Thailand take on the following forms:

• Thailand Sole Proprietorship

A sole proprietorship is a solo-owned business by a single natural person.Thailand sole proprietorship is restricted to foreign nationals living in Thailand.

• Thailand Partnerships

Thailand partnerships are contracts for an organization of two or more persons engaged in a business venture in which the profits and losses are shared proportionally. There are different types of business partnerships in Thailand. The legal responsibilities attached to the partners vary in the different types of partnerships although the general rules governing all types of Thailand partnerships are similar.

1. Unregistered Ordinary Partnerships

Business partners in an ordinary partnership in Thailand are equally liable for all obligations and debts of the partnership. This type of partnership is not required to register with the Thai Commercial Registration Office (CRD) so that the partnership is taxed at the rate applicable to individual partners.

2. Registered Ordinary Partnerships

A registered ordinary partnership in Thailand is registered with the Thai Commercial Registration Office. This type of partnership is taxed as juristic person. Registered ordinary partnerships are required by Thai law to submit an annual financial report and pay corporate income taxes. However, incomes may also be reported on individual partner’s tax returns.

3. Limited  Partnerships

A limited partnership in Thailand is required to register with the Thai Commercial Registration Office. Limited partnerships are taxed as juristic person and required to submit a financial report every 12 months.  The partners in a limited partnership are classified into two:

General partners– this type of partners in a limited partnership are financers. General partners are liable to the partnerships’ financial obligations and have full authority to manage the business.

Limited partners – a limited partner‘s liability is limited to the amount of money or valuable assets invested in the business.  Limited partners do not have the authority to manage the business.

• Thailand Limited Companies

Limited companies are probably the most commonly used business structure in Thailand particularly for non-Thais.  Limited private companies in Thailand are required to register a Memorandum of Association and Articles of Association. A Thailand limited private company must at least have 3 shareholders. A limited private company with a non-Thai national with more than 49% shares of the company is generally subject to the restrictions of the Foreign Business Act.

Read More:  Company Registration Thailand

Thailand foreign business restrictions

The following data are types of industries restricted to foreign investors to conduct in Thailand as prescribed in the Foreign Business Act:

List 1:  List of businesses that are exclusive to Thai nationals

• Newspaper publication, radio broadcasting and TV station
• Land trading
• Trading and auctioning of Thai antiques or Thai historical objects

List 2:  This list of businesses is grouped into 3 categories and is permitted to foreign investors under special conditions.

Category 1 – Business affecting national safety or security businesses

• Production, selling, repairing of firearms, gun powder and explosives
• Production, selling, repairing of ships, aircrafts or military vehicles
• Domestic land, waterway or air transportation, including domestic airline business.

Category 2- Business affecting arts and cultures, traditional and folk handicrafts

•  Trading of antiques or handicrafts
•  Production of Thai musical instruments
• Production of goldware, silverware, nielloware, bronzeware or lacquerware

Category 3- Business affecting natural resources or environment

• Manufacturing of sugar from sugarcane
• Mining, including stone blasting or crushing
• Wood fabrication for furniture and utensil production.

List 3 – List of prohibited international competitive business which Thai nationals are still unequipped to compete with.

• Production of plywood, veneer board, chipboard or hardboard
• Production of lime
• Engineering service business
• Architecture service business
• Legal and accounting service business
• Tour agency
• Selling food or beverages

Obtaining a Thailand Foreign Business License

Thailand companies with majority of foreign ownership require obtaining a foreign business license from the Foreign Licensing Department of the Ministry of Commerce. The process is often facilitated when Thai BOI approval is obtained. A foreign business license may potentially grant non-Thai nationals 100 % ownership for types of businesses under certain categories of otherwise prohibited businesses. Factors affecting the approval and issuance of a Thai foreign business license may include the impact on Thai employment, transfer of technology, benefits to the public and the ability of Thai nationals to perform the activity, among others. Generally, the application process for a Thailand foreign business license is very lengthy and complex. It may take a minimum of four months for foreign companies to receive a decision on its application.

Thailand trademark classification

Thailand does not follow the NICE system of trademark classification.Thailand uses its own system to classify Goods and Services. There are currently 45 different classes of goods in services under Thai classification. A trademark intended for multiple used will require separate registration application for each class.

Thailand trademark registration criteria

Registering a trademark in Thailand  is subject to the following 3 criteria:

1. Trademark must be distinctive

Thai law requires that marks with one or more of the following characteristics shall be deemed distinctive:

• Combination of colors represented in a unique manner, stylized letters, numerals or invented word
• Word or words with no direct reference to the character or quality of the goods and is not a geographical name designate by the Ministerial notification
• Name of juristic person or a name trade represented in a unique manner
• Signature of an applicant for registration or some forerunner in their business or signature of authorized person
• Invented device

2. Trademark must not be prohibited by the Thai Trademark Act

Thai law specifically requires that marks with the following characteristics cannot be registered:

•  Marks identical with a well-known mark or other marks in the market
• State arms or crests, royal seals, official seals, Chakkri emblems, emblems and insignia of the royal orders and decorations, seals of office and seals of ministries, bureaus, departments or provinces
• National flags of Thailand, royal standard flags or official flags, royal names and any representations (names, words, terms or emblems) of the King, Queen or Heir to the throne.
• Marks identical with a medal, diploma or certificates or any other mark awarded at a trade exhibition or competition held by Thai government and its agencies
• Geographical indications protected under the law on geographical indications
• Any mark contrary to public order, public policy or morality

3. Trademark must not be similar to any mark already registered by other traders

To determine if a mark previously registered by another person is similar to the mark seeking to be registered, only marks previously registered in Thailand are relevant. Marks registered in other countries will not be considered unless the mark is deemed popular or generally famous mark.

Thailand trademark search

For many people interested in registering a trademark in Thailand, it may be useful to conduct a trademark search to determine if the trademark or similar trademark had been already registered. Trademark search are conducted at the Thai department of Intellectual Property.

Trademark registration procedure Thailand

Registering a trademark in Thailand will require an applicant or their agent to have a permanent business address in Thailand. Foreign traders may appoint a Thai agent through a power of attorney to register the trademark on their behalf. Trademark registration application must also be completed in Thai language.

Thailand trademark licensing

A valid and enforceable Thailand trademark license agreement is in writing and recorded with the Thai Trademark Office in the Department of Intellectual Property, Ministry of Commerce. The license agreement must be translated inThai.

Thailand trademark validity and renewal

A registered Trademark is valid for ten years from the date of the filing of the Trademark application. Renewal of trademark rights will require an applicant or their agent to file an application within 90 days prior to expiration date.

Read more on Thailand Trademark

Thailand Drug Registration

The Thai FDA requires importers and manufacturers in Thailand to obtain FDA approval prior to importing or manufacturing. The FDA categorizes drugs into modern, general medicines, traditional medicines and veterinary medicines, each having a separate registration requirements.  General medicines are grouped into separate categories of generic medicines, new medicines and new generics.  Each category of medicines has a distinct set of requirements.   The Thai FDA issues drug licenses for indefinite periods of time.

Thailand Medical Devices Registration

Medical devices in Thailand are regulated by a specialized division in the Thai FDA. Medical devices will require either licensing or registration. The Thai FDA groups medical devices into 3 classes’ sub-categories as follows:

Class 1 medical device: condoms, surgical gloves, syringes and diagnostic test kits.

Class 2 medical devices: rehabilitation devices, blood alcohol level measuring kits, silicone implants, and test kits other that for diagnostic purposes. Class 2 requires a USFDA certificate.

Class 3 medical devices:  Lowest-risk devices category.

Thailand Cosmetics Registration

The Thai FDA classifies cosmetics into the following two categories according to the ingredients content of cosmetics:

1. Controlled Cosmetics: controlled ingredients content of a cosmetic product will require product notification to FDA before it is allowed to be out in the market. Notification process is normally completed in 1 day.
2. Specially Controlled Cosmetics: specially controlled ingredients content of a cosmetic product will require registration. Registration process generally takes 30 working days.

Cosmetics containing no controlled or specially controlled ingredients are currently classified as general cosmetics…read complete summary on Thailand FDA Registration