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SUWANVARA LAWFIRM
Suwanvara Law Firm Co., Ltd.
SUWANVARA LAWFIRM
SUWANVARA LAWFIRM
Suwanvara Law Firm Co., Ltd.
Business Services

Corporate Secretarial Services in Thailand

A compliance calendar nobody has to remember

Corporate Secretarial Services in Thailand
Business Services

A compliance calendar nobody has to remember

A Thai limited company has work to do every year even when business is quiet: a shareholders' meeting to approve the accounts, financial statements and the shareholder list filed on time, minutes and a share register that match reality, and a registration every time directors, address or capital change. These slip when management is overseas or there is no legal team. We run the annual calendar, prepare documents for signature and file them, together with the accounting team that closes the books.

What we cover

Annual compliance calendar with reminders before each deadline
Meeting notices and minutes for shareholders and directors, including online meetings
Filing financial statements and the shareholder list
Share register, share transfers and supporting records
Registering changes of directors, signing authority, address and capital
Up-to-date company documents for banks, the BOI and work permits

The annual cycle

The financial statements are closed and audited, a shareholders' meeting approves them within the deadline after year end, and the statements and shareholder list are filed with the Department of Business Development within the time the law allows. Each step has its own deadline; we keep the calendar and remind you ahead of each one.

Meetings called properly

Notices must be given in the manner and time the articles and the law require, and resolutions from a meeting called improperly can be challenged in court. Electronic meetings are permitted by law, which helps when shareholders are in different countries.

Registers and minutes

The share register, minutes and share transfer records are what banks, buyers and courts ask to see. Records that do not match what is registered tend to surface as problems when borrowing, selling shares or in a shareholder dispute.

When company details change

Changes of directors, signing authority, address, capital or objectives must be registered within the deadline, and many must then be notified to others such as the Revenue Department, Social Security or the BOI. We handle the full round in one go.

Management abroad

We prepare bilingual documents for signature, advise on the certification Thai authorities accept, and work with the accounting team closing the books, so documents crossing borders do not cause a missed deadline.

Talk to us about this

Free initial consultation. Tell us what your business needs and we'll map the steps and a quote.

Talk to us about this+66 92 254 2045

Frequently asked questions about Corporate Secretarial Services

6 questions answered

Yes. Until it is dissolved, a company must hold its shareholders' meeting, file financial statements and file tax returns even with no revenue. Late filing is fined, and if the company is no longer needed, dissolving and liquidating it is usually the cheaper path.
Many documents can be signed from abroad, and meetings can be held electronically as the law allows. Where a signature must be certified, we set out the notary or embassy route that Thai authorities accept.
Secretarial work is the recurring registrations and records every company owes each year; a retainer covers the legal questions that come up during the year. Many companies use both.
The company and its directors can be fined, and missing years make borrowing or renewing licences harder. If a deadline has already passed, file as soon as possible and pay the fine to close the matter.
Not for an ordinary private limited company; the role is mandatory for listed companies. Meeting and registration duties still fall on the directors, so most companies hand them to someone who can keep them on schedule.
By a written instrument signed by the transferor, the transferee and a witness, with stamp duty paid and any board consent the articles require, then entered in the share register — only then can the transfer be relied on against the company.

Further reading

Business Law
After Registration: Changing Directors, Capital, Address or Objectives of a Thai Company

A Thai company's registered particulars are what banks, counterparties and authorities rely on. Which changes need a shareholder resolution, which must be registered within fourteen days, what happens after a capital increase or a director resigns, and the knock-on updates companies forget.

9 min readBusiness Law
Minority Shareholder Rights in a Thai Company: Meetings, Information, Resolutions and Directors

Holding less than half the shares of a Thai company does not leave you without tools. The votes you can block, how to force a meeting, what you are entitled to see, how to challenge an irregular resolution, when you can sue directors for the company, and the limits of what Thai law offers.

10 min readForeign Investment Guide
The Compliance Calendar of a Thai Company With a Foreign Parent

A Thai limited company files monthly, twice-yearly and annually whether or not it has traded — and the directors, not the bookkeeper, carry the obligation. The recurring cycle, what changes once shareholders and payments are foreign, and the failures that surface two years later during diligence.

11 min read

Other business services

Company & Corporate Registration
Company formation, changes to directors/capital/address/objectives, dissolution, and full DBD paperwork — handled end-to-end by a team that sees it through.
Accounting & Monthly Tax
Monthly bookkeeping, tax filing (withholding & VAT), annual financial statements, payroll, and social security — all in one place, right after we register your company.
Business License Applications
Industry-specific licenses — restaurants, food sale/storage, hotels, import-export, FDA, and e-commerce — with documents prepared and agencies coordinated for you.
Contract Drafting & Document Review
Draft and review business contracts of every kind — employment, NDAs, services, sale, lease — plus website T&Cs/privacy policies and demand letters, to prevent disputes before they start.
Notarial Services & Certified Translation
Notarial Services Attorney certification of signatures and documents, certified translation, and embassy/consular liaison — for use at home and abroad.
Employer Labour-Law Compliance & HR Advisory
Employment contracts and work rules that hold up, a documented discipline-and-termination process, and a standing labour adviser your HR team can call before they act — not after.
Work Permit & Visa Processing Service
Work permits and business visas filed and renewed end to end — company eligibility checked first, employer paperwork prepared, 90-day reporting handled, and clean cancellation when staff leave.
Retained Corporate Legal Counsel
A named lawyer on monthly retainer — reviewing the contracts you use, answering day-to-day questions, issuing demand letters, and settling disputes before they reach court.
Customs & Cross-Border Trade Compliance
Tariff classification and customs valuation, responding to post-clearance audits, challenging retrospective duty assessments, and claiming the privileges you are entitled to.
PDPA Compliance & Data Protection
Find out where the organisation is actually exposed, then put the documents and procedures in place — policies, consents, processing records, processor contracts, data-subject requests, and breach response.
Demand Letters for Unpaid Debts
A lawyer-issued demand letter setting a deadline to pay — putting the debtor formally in default, building the evidence you will need in court, and staying inside what the law on debt collection allows.
Legal Notices & Cease-and-Desist Letters
Lawyer-issued notices that terminate a contract, require a property to be vacated, demand an infringement stop, or set a deadline to cure a breach — plus replies to notices you have received.
Factory Setup in Thailand
The legal sequence for a new plant — investment route and site, land and lease diligence, building and factory licensing, machinery import, and work permits for the team that installs and runs it.
Family Business & Succession
Family constitutions, holding-company structures, shareholders' agreements between family members, and a plan for passing shares and management to the next generation — with what the family agrees written into documents Thai law will actually enforce.
Business Plans & Feasibility Studies
Business plans and financial projections for bank loans, BOI promotion applications, Foreign Business Licence applications, investors and partners, and project feasibility studies — written by the same team that prepares the legal documents.
Thai FDA Product Registration
Thai FDA registrations and notifications for food, supplements, cosmetics and medical devices, made in Thailand or imported — with a clear decision on who holds the licence, so the brand is not tied to a factory or importer.
Trademark Registration
Clearance searches, choice of classes, filing, responses to the Registrar, oppositions and renewals — plus international filings through the Madrid system.
Joint Ventures & Shareholders' Agreements
Structuring joint ventures between Thai and foreign partners, drafting joint venture and shareholders' agreements, forming the JV company, and agreeing the way out if partners disagree or part ways.
Asset Tracing & Judgment Enforcement
Tracing a debtor's assets before suing to judge whether the claim is worth pursuing, interim seizure when assets are being moved, and enforcement of judgments through seizure, attachment and auction — for business and foreign creditors.
Franchising
Franchise systems for brand owners — franchise agreements, disclosure documents, trademark registration and licence recording — and pre-signing review for franchisees, with the branch economics checked, not just the contract.
Company Closure & Liquidation
Closing a Thai company properly from start to finish — the resolution to dissolve, registration, Revenue Department notices and VAT cancellation, staff, the liquidation accounts and final registration — handled by the legal and accounting teams together.
Buying & Selling a Business
Due diligence before you buy, a view on whether the price or key money is worth it, sale or takeover agreements, and the transfer of leases, licences and staff — for buyers and sellers.
Buying Property at Court Auction
Checks before you bid on a house, land or condo unit at a court auction — title, encumbrances, occupants and unpaid common fees — and the work after you win, through transfer of title and removal of anyone still in the property.
Employment Contracts, Salary Structures & Employee Handbooks
A complete set of HR documents for Thai companies: employment contracts by role, a salary structure that holds up legally and financially, work rules, and an employee handbook that agrees with them.
Migrant Worker Compliance for Employers (MOU Workers)
The employer's legal side of hiring workers from Myanmar, Laos and Cambodia under the MOU system: file checks, contracts, hiring and exit notices, renewals, changes of employer and inspections — alongside licensed recruitment agencies.
Employee Misconduct & Fraud Investigations
When an employee is suspected of fraud or serious misconduct: preserving evidence, a fact-finding process under the work rules, a properly founded disciplinary decision, a criminal complaint, and recovering the money.
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