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Learn more about Change Registered Capital

The company may report a change registered capital as may be deemed acceptable by the shareholders. An extraordinary meeting of shareholders must be held to authorize the increase of the register capital, and in some instances, the Articles of Association will need to be changed. Registering a capital increase involves issuing new shares, and may be sold to outgoing shareholders or to new investors, who then receive a shareholding interest in the firm. When the reported capital reaches 5 million THB, it would be appropriate to obtain a bank approval letter from the bank. The organization has an account to show that the extra sum of capital has been deposited into the corporate bank account.

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How to increase the registered capital?

Fortunately for businesses, Thailand’s method of transferring capital is relatively straightforward and consists only of a few steps. At the Department of Business Development (DBD), change registered capital consists of the following steps:

➤ An invitation letter and signed by one of the directors for the extraordinary shareholders' meeting must be published in a local newspaper
➤ A copy of the letter must be forwarded to every shareholder
➤ The director(s) will complete and sign the registration forms
➤ Minutes of the extraordinary shareholders' meeting must be written and signed

To finalize the change registered capital, the following documents and/or details are required:

➤ Registration forms signed by a director
➤ One copy of Affidavit by Company
➤ One copy of Shareholders list (BOJ 5)
➤ A copy of the ID Card or passport for the directors (foreign)
➤ Details of the capital increase counterpart (increase in the par value or amount of the shares) and the number of shares each shareholder will hold

The total amount of time needed to change registered capital in Thailand is about a month. The letter of invitation must be submitted to all shareholders 14 days before the actual shareholders’ meeting occurs. Meanwhile, this letter is also published in a local newspaper, which will warn all parties (e.g., creditors) of this move. The capital increase should be reported within 14 days after the shareholders’ meeting was then held.

What are the documents required?

To finalize the capital increase, the following documents and/or details are required:

➤ Form completed and signed in One copy of Affidavit by Company
➤ Shareholders list one copy (BOJ 5)
➤ Two copies of an ID Card of Directors
➤ A copy of the ID Card or passport for the directors (foreign)
➤ Information on the reduction in the capital (decrease in the market value or number of shares) and the amount of stock that each shareholder will ultimately own

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