Thai Company and Property: 5 Facts Every Investor Must Know in 2026

A well-known observation in Bangkok real estate circles is that a significant share of foreigners incorporating a Thai company do so with a single purpose: to purchase a house with land. The observation is accurate. Under Thailand's Land Code Act B.E. 2497, foreign nationals are prohibited from holding freehold title to land. As a result, investors have long turned to locally incorporated companies as an acquisition vehicle. The approach is attractive on the surface, but carries legal risks that cannot be ignored.

A 'Thai company property' structure means establishing a Thai Limited Company in which the foreign investor holds up to 49% of shares, while Thai nationals hold the remaining 51%. As a Thai legal entity, the company can acquire freehold land legally. The problem is that since 2006, Thailand's Department of Lands has actively investigated nominee structures deemed to be artificial circumventions of the law.

Quick answer

• Foreign nationals cannot hold land in Thailand in their own name. A condominium unit (within the 49% foreign quota per building) is the only form of direct personal ownership available.
• A Thai Limited Company can purchase land and a house, but requires at least 3 shareholders, with Thai nationals collectively holding at least 51% of shares.
• Nominee structures are illegal under the Foreign Business Act B.E. 2542 (1999). Penalties include fines of up to 1 million THB (approximately USD 28,000) and up to 3 years imprisonment.
• The primary legal alternative is a 30-year leasehold, registerable at the Land Office, with contractual options to renew (potentially up to 90 years in total, though renewal is not legally guaranteed).
• In Cambodia, foreign nationals may hold freehold title to condominium units from the first floor upward under the Law on Foreign Ownership (2010), eliminating the need for a corporate structure.
• Independent legal due diligence before incorporating a Thai company typically costs 30,000 - 80,000 THB (approximately USD 850 - 2,300).

Options and scenarios

Option 1: Thai company with genuine shareholders

This is the only structure Thai authorities consider fully compliant. Thai shareholders must demonstrate a genuine financial contribution, active participation in company management, and a credible economic rationale for their involvement. In practice, this means the foreign investor must identify and partner with trustworthy Thai business associates, which often proves more complex than the property acquisition itself.

The company is subject to corporate income tax (CIT) at a standard rate of 20%, must maintain full accounting records, and file annual financial statements. Annual maintenance costs for this structure typically run 15,000 - 40,000 THB (approximately USD 430 - 1,150) in accounting and audit fees.

Option 2: Thai company with nominee shareholders

Despite the legal risk, this scheme remains visible in the market. Law firms offer 'shelf companies' with Thai shareholders who sign irrevocable powers of attorney and undated share transfer forms, giving the foreign director effective control. However, the Department of Business Development (DBD) conducts regular audits. Since 2023, verification of shareholder capital sources has been significantly tightened. If Thai shareholders cannot demonstrate that their shares were purchased with their own funds, the company may be dissolved and the property subject to forced sale within 180 days.

Option 3: 30-year leasehold (no company required)

The foreign investor signs a 30-year land lease agreement registered at the Land Office. The contract may include renewal clauses for additional 30-year periods, but Thai law does not guarantee enforceability of such clauses. Renewal depends on the goodwill of the landowner. Leasehold is legally safer than a nominee structure, less expensive to administer, and requires no Thai shareholders. The trade-off is limited transferability and typically lower resale value.

Option 4: Condominium freehold (no land, no company)

The most straightforward route. A foreign national purchases a unit in a building where the aggregate foreign-owned quota does not exceed 49% of total floor area. The title deed (chanote) is registered directly in the buyer's name. Funds must be remitted from abroad in foreign currency and converted to Thai Baht at a Thai bank, generating a Foreign Exchange Transaction Form (FETF). Without this document, the title cannot be registered in the buyer's name.

Option 5: Purchase in Cambodia instead of Thailand

Cambodia offers a structurally simpler framework. The 2010 Law on Foreign Ownership permits foreign nationals to hold freehold title to condominium units from the first floor upward. The unit must carry a hard title issued by the Ministry of Land Management. A soft title, registered only at the commune level, does not provide comparable legal protection. For investors seeking outright ownership without a corporate structure, Phnom Penh and Sihanoukville represent a credible alternative market.

Comparison table

Parameter	Thai Company (genuine shareholders)	Thai Company (nominees)	30-Year Leasehold	Thailand Condo Freehold	Cambodia Freehold (from 1st floor)
Property type	Land and house	Land and house	Land and house	Apartment unit	Apartment unit
Foreign ownership share	Max 49% of shares	Max 49% (effective control)	100% of lease right	100% freehold	100% freehold
Legal risk	Medium	Very high	Low	Minimal	Low (with hard title)
Setup / registration cost	50,000 - 150,000 THB	30,000 - 80,000 THB	10,000 - 30,000 THB	Transfer fee approx. 2%	4% transfer tax
Annual maintenance cost	15,000 - 40,000 THB	15,000 - 40,000 THB	None	Common area charges	Common area charges
Duration of right	Indefinite (freehold)	Indefinite (risk of annulment)	30 years + renewals	Indefinite	Indefinite
Risk of confiscation	Low if compliant	High	None	None	None

Risks and mistakes

1. Nominee shareholders. The most common mistake made by foreign investors. Purchasing a shelf company in which three Thai nationals earning minimum wage hold shares worth millions of baht is an immediate red flag for DBD auditors. The consequence is forced company liquidation and mandatory property sale.

2. Buying without a chanote. Thailand has four categories of land documents. Only the chanote (Nor Sor 4 Jor) constitutes a full title deed with GPS coordinates, equivalent to a registered title in common law jurisdictions. Documents such as Nor Sor 3 Gor or Nor Sor 3 provide weaker legal protection. Never acquire property without a chanote.

3. Skipping developer due diligence. Verify through the DBD Online portal that the developer is not subject to insolvency proceedings. Confirm the building permit and, for projects exceeding 80 units, check EIA approval. Treat this as the equivalent of verifying a company registry entry and planning permission in your home jurisdiction.

4. Using a developer-referred lawyer. A law firm recommended by the developer or selling agent operates in a conflict of interest. Retain independent legal counsel representing solely your interests. Budget 30,000 - 80,000 THB for comprehensive due diligence.

5. Remitting payment in the wrong currency. Payment for a Thai condominium must arrive from overseas in a foreign currency (USD, EUR, GBP). A transfer in a non-convertible currency may be rejected by the Thai bank or fail to generate the required FETF. Without a valid FETF, the title deed cannot be registered in the buyer's name.

6. Overlooking home-country tax obligations. As a tax resident in most jurisdictions, you are subject to worldwide income taxation. Rental income from property in Thailand or Cambodia must be reported in your home country tax return. Thailand has a double tax treaty with a number of countries (Thailand and the UK treaty, for example, has been in force for decades), but Cambodia has limited treaty coverage, resulting in a higher effective tax burden for many investors.

7. Accepting a soft title in Cambodia. Many developers in Sihanoukville market properties with soft title, which is only a commune-level record of possession. In any legal dispute, hard title prevails. Always insist on hard title backed by the Ministry of Land Management.

FAQ

Can a foreign national buy a house with land in Thailand in their own name?

No. Thailand's Land Code Act prohibits foreign ownership of land. A house with land can only be acquired through a Thai company structure or a registered leasehold. Direct personal ownership is limited to condominium units within the 49% foreign quota.

How much does it cost to set up a Thai company for property acquisition?

Registration of a Thai Limited Company typically costs 50,000 to 150,000 THB (approximately USD 1,400 - 4,300), depending on the law firm. Ongoing annual accounting and audit fees add 15,000 - 40,000 THB per year.

Are nominee structures legal in Thailand?

No. Nominee arrangements violate the Foreign Business Act. Thai shareholders must demonstrate genuine, verifiable sources of funds for their shareholding. Penalties include fines of up to 1 million THB and up to 3 years imprisonment for both the foreign director and the nominees.

What is the difference between a chanote and other Thai land documents?

A chanote (Nor Sor 4 Jor) is the only full title deed, surveyed with GPS precision and equivalent to a registered freehold title. Documents such as Nor Sor 3 and Nor Sor 3 Gor provide weaker, more easily challenged rights and should not be accepted in a property transaction.

Can a 30-year leasehold in Thailand be extended?

A lease agreement may contain a renewal clause, but Thai law does not guarantee its enforceability. Any extension depends entirely on the landowner's willingness to renew. This is a material distinction from statutory long-term land rights in other jurisdictions where renewal is legally protected.

How does a remote purchase work from abroad?

A buyer can grant a notarized Power of Attorney to a lawyer in Thailand. The document must be authenticated by the Royal Thai Embassy in the buyer's country of residence or bear an Apostille stamp before it is valid for use in Thailand.

Do I need a company to buy a condominium in Cambodia?

No. Under Cambodia's 2010 Law on Foreign Ownership, foreign nationals may purchase condominium units from the first floor upward on a freehold basis with a hard title. A Cambodian company is only necessary if you wish to acquire land.

What are the tax implications of owning property in Southeast Asia?

As a tax resident in your home country, you are generally taxed on worldwide income. Rental income from Thailand may benefit from a double tax treaty, depending on your nationality. Cambodia has a limited treaty network, so the risk of double taxation is higher for Cambodian property income. Always consult a qualified tax adviser in both countries.

How long does the full purchase process take through a Thai company?

From identifying a property to completing registration at the Land Office typically takes 6 to 12 weeks. Company incorporation takes approximately 2 to 4 weeks. Legal due diligence requires an additional week at minimum.

Can I sell shares in the company instead of the property itself?

Yes, this is a common exit strategy. Selling company shares rather than transferring the land title avoids Land Office transfer fees (typically 2% plus 0.5% stamp duty). The buyer acquires the company together with the property it holds. This approach requires a thorough audit of the company's liabilities before any transaction is concluded.

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Any investor considering real estate in Southeast Asia should begin with one clear question: do I need land, or is a condominium unit sufficient? If a unit meets the investment objective, a freehold condominium in Thailand or a hard-title apartment in Cambodia is both simpler and safer than any corporate structure. If the goal is a villa with a private pool in Phuket or Koh Samui, a genuine Thai company with credible and financially independent Thai partners is the only legal route, and a 30-year registered leasehold remains a pragmatic, lower-risk alternative.

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