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Overview of Types of Business Organizations

:: Partnerships
:: Limited Companies
:: Public Limited Companies
:: Other Forms of Corporate Presence
:: Alien Business License

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Types of Business organizations - Public Limited Companies

Private Limited Companies registered in Thailand have basic characteristics similar to those of western corporations. A private limited company is formed through a process which leads to the registration of a Memorandum of Association (Articles of Incorporation) and Articles of Association (By-laws) as its constitutive documents.

Public Limited Companies registered in Thailand may, subject to compliance with the prospectus, approval, and other requirements, offer shares debentures and warrants to the public and may apply to have their securities listed on the Stock Exchange of Thailand (SET).

A minimum of 15 promoters is required for the formation and registration of the Memorandum of Association of a public limited company, and the promoters must hold their shares for a minimum of two years before they can be transferred. The Board of Directors of a public limited company must have a minimum of five members, at least half of whom are Thai nationals. Shares must have a par value of at least 5 Baht each and be fully paid up. Restrictions on share transfers are unlawful, except those protecting the rights and benefits of the company allowed by law and those maintaining a Thai/foreigner shareholder ratio. Debentures may only be issued with the approval of three quarters of the voting shareholders.

The registration fee is 2,000 Baht per 1,000,000 Baht of registered capital.

Joint Ventures
A joint venture may be described in accordance with general practice as a group of persons (natural and/or juristic) entering into an agreement in order to carry out a business together. It has not yet been recognized as a legal entity under the Civil and Commercial Code. However, income from the joint venture is subject to corporate taxation under the Revenue Code, which classifies it as a single entity.

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