Foreign shareholders and Thai work permits: structuring a company correctly
How foreign shareholding, restricted business lists and the conditions for a Thai work permit and business visa fit together.
Zura Labs & Business Hub Co., Ltd.
Foreigners may hold shares in a Thai company, but shareholding ratio and business activity are separate questions. Some activities are restricted for foreigners under the Foreign Business Act; exceeding the permitted ratio may require a foreign business licence, treaty rights or investment promotion. A work permit concerns the person working, not the shareholder: the company must meet registered capital, Thai-employee ratio and accounting-document criteria set by the reviewing authorities.
Reviewed 2026-09-14 by the Zura Labs corporate services team.
- Foreign shareholding
- Permitted, subject to ratio and activity under the Foreign Business Act
- Work permit
- Issued to the individual and tied to the employer, position and stated workplace
- Authorities involved
- DBD, Department of Employment, Immigration Bureau and the Revenue Department
- Commonly checked conditions
- Paid-up capital, the Thai-to-foreign employee ratio, financial statements and past tax filings
- Options for restricted activities
- Foreign business licence, treaty rights, or investment promotion
- What is not acceptable
- Using Thai shareholders as nominees for a foreigner is an offence
How this works in practice
- 01
Define the activity before discussing ratios
The first question is not what percentage a foreigner may own, but whether the activity is restricted — similar businesses can fall in different lists depending on detail, so define the scope precisely from the start.
- 02
Design a shareholding structure you can defend
Every shareholder should have a traceable source of funds and a genuine role. Structures where Thai shareholders hold on paper without real investment are unlawful and later damage both licences and work permits.
- 03
Incorporate and build audit-ready books
Register with the DBD, pay up the capital as registered, open the company account and start bookkeeping in month one, because visa and work permit applications ask for financial statements, tax returns and payroll records.
- 04
Apply for the visa and work permit in the right order
The correct visa category must exist before the work permit application, and work must not start before approval. The position and workplace on the permit must match reality; changes require an amendment.
Reasons this gets delayed or rejected
Using nominee Thai shareholders
An offence with penalties for both the nominee and those who arrange it, putting the entire structure at risk.
Working before the permit is issued
Even owners and directors need a permit to work in Thailand; starting early carries clear penalties.
Registering too little capital
The criteria depend on paid-up capital and Thai headcount. Increasing capital later is possible but costs time and duplicate fees.
Answers to the questions we hear most
Can a foreigner hold more than 49%?
It depends on the activity. Where the business is not on a restricted list, higher foreign ownership is possible; restricted activities need a foreign business licence, treaty rights or investment promotion. It must be assessed activity by activity.
Does a foreign director need a work permit?
If the person works in Thailand, yes. Being purely a non-working shareholder is different, so the actual role matters more than the title on paper.
Can I apply for a work permit at your registered address?
Work permit reviews include a workplace check and questions about the role, so using our office address must be assessed case by case alongside the job and headcount. We will say plainly when your case needs its own premises.
How many Thai employees per foreign worker?
The authorities apply criteria combining Thai headcount ratio and paid-up capital, which vary by case and change by announcement, so check the current criteria with the Department of Employment before planning hires.
Is investment promotion better?
It suits businesses that fall within promoted activities and can meet the reporting conditions, since it brings shareholding and personnel benefits — but it carries ongoing paperwork and conditions, so it is not better for everyone.
What do you handle?
Company structuring and registration, shareholder documentation, accounting and financial statements suitable for filing, and document coordination for visa and work permit applications. For complex legal determinations we work alongside legal counsel.
This is general preparation information, not case-specific legal or accounting advice. Government fees, processing times and conditions change with official announcements. We review each guide on a schedule and show the review date on the page.