Is a branch treated as a foreigner?

Yes — it belongs to an entity registered abroad, so it operates under the Foreign Business Act B.E. 2542 and needs permission where the schedules apply.

Does a Thai-majority company still need a licence?

It depends on the shareholding and the activity: if it is not “foreign” under the Act no licence is needed, though sector permits may still apply.

How must head-office documents be certified?

Usually certified in the issuing country, then carried through the layer Thailand accepts, with a translator-certified translation; confirm with the registrar before filing.

Can a branch bank and hire staff?

Within the licensed scope, yes, and it must still meet labour, social-security and tax obligations like any other operator in Thailand.

Can a branch convert into a limited company later?

Not by direct conversion: you register a new entity and transfer the activity, with contract, tax and licence consequences to plan for.

Do both file financial statements?

Both file under DBD rules, though the forms and deadlines differ by the class of accounting entity.

Company registration documents for the Thai DBD

Registering a Thai limited company compared with establishing a branch of a foreign entity

Quick answer

A Thai limited company is a separate legal person under the Civil and Commercial Code. A branch is not a new entity but an extension of the foreign head office, so liability runs back to the parent. Either way, activities carried on by a foreigner fall under the Foreign Business Act B.E. 2542, which lists the businesses that require prior permission.

What each option is

Thai limited company

A legal entity registered with the DBD under the Civil and Commercial Code.

Authority: Department of Business Development, Ministry of Commerce

Branch office of a foreign company

An establishment of a foreign entity operating in Thailand without creating a new legal person.

Authority: DBD (foreign business licence)

Comparison table based on published requirements

Registering a Thai limited company compared with establishing a branch of a foreign entity
Criterion	Thai limited company	Branch office of a foreign company
Legal status	A Thai legal person separate from its shareholders.	Not a new entity — part of the foreign head office.
Liability	Shareholders are liable only for the unpaid amount on their shares under the Civil and Commercial Code.	The head office is answerable for obligations arising from the Thai operation.
Foreign-business control	Assessed by the foreign shareholding ratio under the Foreign Business Act B.E. 2542.	Treated as foreign by nature, so permission is needed where the activity is in the Act’s schedules.
Scope of activity	Anything within the registered objectives plus any sector licence.	Limited to the scope stated in the licence and to the parent’s own activities.
Accounts and filing	Audited financial statements filed with the DBD on the statutory timetable.	Accounts for the Thai operation filed under the DBD rules that apply to branches.
Documents from abroad	Shareholder and director documents, usually certified and translated as the registrar requires.	Head-office certificates and board resolutions, certified abroad and legalised before use in Thailand.

Which route fits which case

Thai limited company: You want a separate Thai entity that contracts in its own name and can broaden its objectives.
Branch office of a foreign company: You need to act in the head office’s own name, e.g. project contracts requiring the same legal entity.

Mistakes that get files sent back

Assuming a branch needs no permission because no new entity is created.
Registering objectives far wider than the licence actually granted.
Filing head-office documents before the required certification and legalisation.
Using a translation that spells the company name differently from the original certificate.

Frequently asked questions

Is a branch treated as a foreigner?: Yes — it belongs to an entity registered abroad, so it operates under the Foreign Business Act B.E. 2542 and needs permission where the schedules apply.
Does a Thai-majority company still need a licence?: It depends on the shareholding and the activity: if it is not “foreign” under the Act no licence is needed, though sector permits may still apply.
How must head-office documents be certified?: Usually certified in the issuing country, then carried through the layer Thailand accepts, with a translator-certified translation; confirm with the registrar before filing.
Can a branch bank and hire staff?: Within the licensed scope, yes, and it must still meet labour, social-security and tax obligations like any other operator in Thailand.
Can a branch convert into a limited company later?: Not by direct conversion: you register a new entity and transfer the activity, with contract, tax and licence consequences to plan for.
Do both file financial statements?: Both file under DBD rules, though the forms and deadlines differ by the class of accounting entity.

Official sources

Checked on 2026-08-03; confirm with the authority before filing.

Ask our team

The exact steps depend on the receiving authority in each case. Contact our team to confirm the checklist and timing.

Registering a Thai limited company compared with establishing a branch of a foreign entity

Quick answer

What each option is

Thai limited company

A legal entity registered with the DBD under the Civil and Commercial Code.

Authority: Department of Business Development, Ministry of Commerce

Branch office of a foreign company

An establishment of a foreign entity operating in Thailand without creating a new legal person.

Authority: DBD (foreign business licence)

Comparison table based on published requirements

Registering a Thai limited company compared with establishing a branch of a foreign entity
Criterion	Thai limited company	Branch office of a foreign company
Legal status	A Thai legal person separate from its shareholders.	Not a new entity — part of the foreign head office.
Liability	Shareholders are liable only for the unpaid amount on their shares under the Civil and Commercial Code.	The head office is answerable for obligations arising from the Thai operation.
Foreign-business control	Assessed by the foreign shareholding ratio under the Foreign Business Act B.E. 2542.	Treated as foreign by nature, so permission is needed where the activity is in the Act’s schedules.
Scope of activity	Anything within the registered objectives plus any sector licence.	Limited to the scope stated in the licence and to the parent’s own activities.
Accounts and filing	Audited financial statements filed with the DBD on the statutory timetable.	Accounts for the Thai operation filed under the DBD rules that apply to branches.
Documents from abroad	Shareholder and director documents, usually certified and translated as the registrar requires.	Head-office certificates and board resolutions, certified abroad and legalised before use in Thailand.

Which route fits which case

Thai limited company: You want a separate Thai entity that contracts in its own name and can broaden its objectives.
Branch office of a foreign company: You need to act in the head office’s own name, e.g. project contracts requiring the same legal entity.

Mistakes that get files sent back

Assuming a branch needs no permission because no new entity is created.
Registering objectives far wider than the licence actually granted.
Filing head-office documents before the required certification and legalisation.
Using a translation that spells the company name differently from the original certificate.

Frequently asked questions

Is a branch treated as a foreigner?: Yes — it belongs to an entity registered abroad, so it operates under the Foreign Business Act B.E. 2542 and needs permission where the schedules apply.
Does a Thai-majority company still need a licence?: It depends on the shareholding and the activity: if it is not “foreign” under the Act no licence is needed, though sector permits may still apply.
How must head-office documents be certified?: Usually certified in the issuing country, then carried through the layer Thailand accepts, with a translator-certified translation; confirm with the registrar before filing.
Can a branch bank and hire staff?: Within the licensed scope, yes, and it must still meet labour, social-security and tax obligations like any other operator in Thailand.
Can a branch convert into a limited company later?: Not by direct conversion: you register a new entity and transfer the activity, with contract, tax and licence consequences to plan for.
Do both file financial statements?: Both file under DBD rules, though the forms and deadlines differ by the class of accounting entity.

Ask our team

The exact steps depend on the receiving authority in each case. Contact our team to confirm the checklist and timing.

ใบอนุญาตทนายผู้ทำคำรับรองลายมือชื่อและเอกสาร

Registering a Thai limited company compared with establishing a branch of a foreign entity

Quick answer

What each option is

Thai limited company

Branch office of a foreign company

Comparison table based on published requirements

Which route fits which case

Mistakes that get files sent back

Frequently asked questions

Official sources

Related pages

Ask our team

Registering a Thai limited company compared with establishing a branch of a foreign entity

Quick answer

What each option is

Thai limited company

Branch office of a foreign company

Comparison table based on published requirements

Which route fits which case

Mistakes that get files sent back

Frequently asked questions

Official sources

Related pages

Ask our team