Thailand tightens checks on nominee companies
Government tightens company checks to close nominee loopholes
The Thai government has introduced tighter checks on company ownership and management structures in a move aimed at preventing Thai nationals from being used as nominees for foreign investors.
The new measures, which came into force on Saturday, 1 August, expand scrutiny beyond the initial company registration process to include later changes involving shareholders, directors and authorised signatories.
Lalida Periswiwatana, Deputy Government Spokesperson, said the changes are intended to close loopholes that allowed companies to pass initial screening before subsequently altering their ownership or management structure.
The Department of Business Development, under the Ministry of Commerce, has issued Central Partnership and Company Registration Office Order No. 2/2026 to implement the new requirements.
Under the rules, cases involving foreign investors or foreign nationals with signing authority will require additional documentation, including an explanation of the investment and bank statements covering the previous three months.
Thai investors who have paid investment funds will be required to provide bank statements, as will representatives or legal entities that receive those funds, subject to the criteria set by the department.
Authorities said the checks are designed to establish the source of investment funds and whether Thai shareholders have the financial capacity to make the investment attributed to them.
Ms Lalida said the main change is that scrutiny will now continue throughout the life of a company rather than being concentrated only at the point of registration.
The government said the measures are intended to improve transparency, prevent unlawful nominee shareholding arrangements and ensure fair competition, while not restricting foreign investment carried out legally.
Data sharing is also being expanded between the Department of Business Development, the Department of Lands and other agencies.
The information will be used to help identify cases in which companies may be used to hold land unlawfully and to verify shareholder identities through civil registration databases.
The Department of Business Development has also introduced a notice on copies of shareholder lists from 1 August, clarifying that the document is only a record received and retained by the registrar.
It does not certify a person’s current status as a shareholder. That status must instead be determined from the shareholder register that companies are required by law to maintain.
Thailand currently has more than one million active legal entities, according to the government.
Among them are 119,116 companies in which foreign shareholders hold no more than 49.99 per cent of shares.
Ms Lalida stressed that the figure is used for risk assessment and screening and does not mean those companies are involved in nominee arrangements or other illegal activity.
Any investigation will be considered individually based on the available evidence and circumstances, she said.
“The government remains committed to promoting an investment environment that is transparent, fair and competitive, while facilitating Thai and foreign investors who operate lawfully,” Ms Lalida said.
“At the same time, we will continue to prevent the use of Thai nationals as nominees and other practices that exploit the country’s economic system, in order to build long-term confidence among businesses and the public.”
