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April 19, 2011

New Ministry of Interior Policy to Prevent Purchase of Land for the Benefit of Foreigners

Thailand: Legal Developments, Tilleke & Gibbins Client Newsletter

Thailand, with its rich culture and beautiful sites, presents a very attractive destination to foreigners from many countries—for visit, travel, or even retirement purposes. Some of these foreigners wish to own property in Thailand, either as an investment or as personal residence. Thai laws are quite explicit concerning foreign ownership of property, stating that a foreign individual, a foreign entity, or a Thai company with more than 49% of its shares held by foreigners cannot own land in Thailand, except for particular investment purposes under certain laws such as the Investment Promotion Act, Industrial Estate Authority of Thailand Act, and property fund regulations. These exceptions providing benefits to foreign direct investment in Thailand were intended mainly to promote the country’s economy. To enjoy the benefits of these exceptions, foreign investors must meet multiple requirements set out by the relevant legislation and undergo strict scrutiny from authorities.

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Thailand’s Department of Business Development (DBD) has issued a regulation imposing additional requirements for amending a company’s directors and signatory power to designate a foreign national as an authorized signatory of the company. This measure, effective April 1, 2026, has been introduced in response to the widespread use of Thai nationals as nominees to conduct business on behalf of foreigners, a practice considered to have an adverse impact on the country’s economic stability and security. The new measures are particularly concerned with changes to the authorized signatory structure of companies that originally had only Thai directors authorized to sign for and bind the company. Under the new rules, any amendment that results in a foreign national becoming an authorized signatory—whether solely or jointly—for such a company will be subject to additional verification. Directors signing an application to register such an amendment to the company’s authorized signatory structure are now also required to provide a statement confirming that all shareholders of the company have made genuine contributions and no Thai national has assisted with, supported, or participated in business activities in a nominee capacity. Implications Companies intending to appoint foreign directors as authorized signatories should be aware of the increased regulatory requirements and assessments. Additional documentation and confirmations may be required as part of the registration process.
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