In brief
To further strengthen enforcement against nominee arrangements, the Ministry of Commerce (MOC) has issued a new order — to take effect on 1 April 2026 — that will require the submission of an investment confirmation letter as part of the registration process.
In more detail
Once effective, when companies with all Thai authorized directors submit applications to appoint foreign authorized directors or amend the directors’ signing authority allowing foreign directors to sign on behalf of the companies, the Thai directors signing the application will be required to confirm that:
- All shareholders have genuinely invested in the company and have paid for their shares;
- No Thai individuals are assisting, supporting, or participating in business operations with foreigners in a manner that constitutes a nominee arrangement intended to avoid or violate the law;
- They understand that providing false information to officials carries criminal liabilities under the Thai Criminal Code; and
- They consent to the relevant officers disclosing this information to the competent authorities responsible for law enforcement for any further action, as applicable.
This upcoming order reinforces the MOC’s continued and intensified efforts to address nominee structures.
If you wish to discuss or require further information, please contact our team.
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Alicesala Jitjumnong, Associate, has contributed to this legal update.