Thailand offers the benefits of being a kind, welcoming, educated society rich in history in addition to the rapid growth it is experiencing. To expand its economy, the nation gives both domestic and foreign investors a variety of corporate structure alternatives. Such companies are among the most common company structures in Thailand.

A public limited corporation was created with the express intention of selling stocks to the general public, and investors’ liability is only limited to the price of the shares. The firm’s partnership agreement must include a statement of the aforementioned purpose.

The PLC Ordinance B.E. 2535 outlines the preceding corporate structure for public limited corporations: 

  • A minimum of five directors are necessary, and at least half of them must have a mailing residence in Thailand. 
  • Minimum of 15 stockholders. 
  • No minimum requisite for authorized capital. * Each unit must have an equal value and be paid in full only once.
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Establishing a Public Limited Company 

When establishing this corporation, the following processes must be followed:

Registering a business 

The offer for share acquisition is made by regular individuals who are at least 15 years old and file the articles of incorporation. Alternatively, a meeting must be called to incorporate the company if the company’s founders intend to buy each share specified in the article of incorporation. The directors who have been selected by those who establish the firm must then be presented with all of its affairs and supporting papers for them to certify the company’s impending creation.

Converting a private corporation to a public limited corporation. 

As per the Economic and Administrative Law, a private business can become PLC if the shareholders’ meeting passes an extra resolution. The state levies 1,000 Baht in fees for converting a private LLC to a public one with a capital investment of 1,000,000 Baht. This can be an easier option for people who wants to operate a Public firm but already own one company. The requirements for the conversion are the same as registration.

Requirements 

Shareholders

The corporation must have at least 15 investors at the outset. Within one month following the conclusion of the yearly conference, the firm must present the list of stakeholders to the registrar.

Essential information

The company must provide the information about:

  • name of the company;
  • authorized address of the firm; 
  • invoice of the registration fee;
  • registration number; and
  • police report. 

Bank account 

The business must open a business bank account in its name. All previous bank records and financial statements must be included with the request application.

Essential documents

The company must submit: 

  • Request application form:
  • stockholder’s details;
  • management body details;
  • company’s seal; 
  • meeting reports; and 
  • financial statements. 

Share certificate

Within two months of either the day the company was established as a public company limited or the day that the full stock value had been settled and the capital had been raised, the firm is required to issue the share certificate for shareholders.

Advertise

The following papers must be advertised by the organization in the daily paper:

  1. A letter inviting investors to a meeting at the business location;
  2. A letter inviting participants to the shareholders’ gathering;
  3. The distribution of profits;
  4. A certified financial report by the shareholders; and
  5. A rise or decline in capital.

Fees

The person requesting the incorporation of a firm is required to pay the fee under the following registration type.

Certification of MOA

A minimum of 1,000 Baht fee and a maximum of 25,000 Baht are required for registered capital, which cannot exceed 1,000,000 Baht.

Changes in MOA

Any change made to the company’s articles of incorporation for a capital increase may cost up to 25,000 Baht.

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