Tilleke & Gibbins has contributed the Thailand chapter to Franchise 2026, part of the International Comparative Legal Guides (ICLG) series published by Global Legal Group. This annual guide offers comparative analysis of franchise laws and regulations across jurisdictions worldwide, providing practical insights for businesses and legal practitioners operating in the global franchise sector. Each country chapter in the 12th edition follows a Q&A format covering key aspects of franchise law and operations, including: Relevant legislation and rules governing franchise transactions Business organization options for franchised operations Competition law considerations Protection of intellectual property and brands Liability issues and risk mitigation Governing law and dispute resolution Real estate matters Online trading regulations Termination requirements Joint employer risks and vicarious liability Currency controls and taxation Commercial agency considerations Good faith obligations and fair dealing requirements Ongoing relationship management Franchise renewal processes Franchise migration procedures Sustainability commitments Electronic signatures and document retention Current developments in the franchise sector The Thailand chapter, authored by Alan Adcock and Kasama Sriwatanakul, provides an in-depth overview of the legal landscape for franchising and franchising-related activities in Thailand. The complete Thailand chapter is available as a PDF below. The Thailand chapter—and the full Franchise 2026 guide—are also freely available on the ICLG website.

Thailand’s Customs Department has announced the cancellation of the longstanding de minimis exemption, which waives import duties on goods valued at THB 1,500 or less, as of January 1, 2026. This policy shift will directly impact e-commerce, logistics, and retail sectors, and will have wide-ranging implications for any company involved in cross-border trade with Thailand. Background Under current regulations, imported goods with a customs value (cost, insurance, and freight, or “CIF”) of THB 1,500 or less are exempt from import duties. This has been a cornerstone of the cross-border e-commerce model, allowing for the duty-free import of millions of small parcels. Under the new policy effective January 1, 2026, all imported goods, regardless of value, will be subject to assessment for import duties upon entry into Thailand. The stated rationale for this change is to create fair competition for Thai small and medium-sized enterprises (SMEs), which must pay VAT and other costs on their goods, putting them at a price disadvantage against foreign sellers who utilize the de minimis loophole. Business Implications This policy change will create new costs, compliance burdens, and operational challenges. For foreign e-commerce sellers and platforms: The most direct impact will be the addition of import duties to low-value items. Assuming the costs are passed on to the consumer, the higher prices and potentially more complex or slower customs clearance processes could lead to increased cart abandonment and reduced consumer demand. Businesses should review their pricing models and develop a clear strategy for calculating, declaring, and paying these new duties. For logistics providers and customs brokers: The administrative burden will be considerable. Carriers that previously handled millions of nondutiable parcels will now be required to process them for duty assessment and collection. This may necessitate new IT systems and streamlined processes to avoid delays at

Attorneys in Tilleke & Gibbins’ regulatory affairs team have produced the Cannabis and Hemp Business Guide – Thailand, a primer on the rapidly developing cannabis industry in Thailand.

Thailand currently lacks a specific franchise act. Consequently, the legality of any franchise agreement is determined by its compliance with various existing laws, such as the Civil and Commercial Code, the Trademark Act B.E. 2534 (1991) (as amended), and the Unfair Contract Terms Act B.E. 2530 (1997). Thailand is a freedom-to-contract jurisdiction. This allows for a high degree of flexibility and autonomy in contractual arrangements, provided that the terms do not violate any laws or public policy and do not fall under the scope of unfair contract terms. Given this, the requirement for fairness in franchise agreement terms often leads to uncertainty, but decisions from the Trade Competition Commission of Thailand (TCCT) can provide guidance on whether specific contentious terms are in fact fair.  One issue worth examining in this light is the inclusion of terms on nonrefundable franchise fees and strict purchasing conditions. Franchise Fee: Unfair to Refuse Refund? Nonrefundable franchise fees represent a significant upfront investment for franchisees, often becoming a point of contention if the franchise relationship deteriorates or the franchisor ceases operations. Their fairness and enforceability are frequently scrutinized by regulatory bodies like the TCCT, highlighting the critical balance between contractual freedom and franchisee protection. Faced with one such case, the TCCT considered whether it was unfair for the franchisor to refuse to refund the franchise fee after the franchisor ceased operations.  The franchisee had entered into a service agreement on August 2, 2021, and begun operating on October 9, 2021. However, by November 21, 2023, the franchisee was notified that the system would be shut down for maintenance, and by December 26, 2023, the franchisor announced the cessation of operations due to financial losses. The franchisee then requested a refund of the franchise fee. Unfortunately for the franchisee, the TCCT found that the franchisor’s