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Bung · 07-08-2006, 06:59 PM

Does anyone know how much it would be to close a company here?

Any pitfalls?

I have a company in Phuket that I no longer need (seeing as now I live 1200 klm's away) and can't see the point of paying the lawyer all that money every year for something I don't use.

Spin · 07-08-2006, 09:02 PM

It can cost up to 30,000 baht to do and is quite complex, blurb ponced from Sunbelt

CLOSING A COMPANY DOWN

The company must:

1.Hold a Board of Directors' meeting to adopt and approve liquidation of the company and to fix dates for two separate General Meetings of shareholders to consider this. Any of the directors or a person authorized by the directors may issue notices calling for such shareholders' meetings, unless required otherwise by the Articles of Association of the company.

2.General Meeting (first) of the shareholders is to adopt a special resolution to liquidate and dissolve the Thai company. A liquidator and an auditor will be appointed by the meeting for such purpose.

3.General Meeting (the second) of the shareholders will confirm the special resolution adopted in the first meeting. The second meeting must be not less than fourteen days and not more than six weeks from the date of the first meeting, unless stated by the Articles of Association of the company.

4.Place two successive advertisements in a local newspaper announcing the company liquidation to allow creditors (if any) to make a claim for debts owed to them by the company.

5.Send to all creditors a letter by registered mail requesting them to file a debt claims owed to them by the company.

6.File the relevant application documents together with copies of the special resolutions with the Company and Partnership Registration Office, Commercial Registration Department, Ministry of Commerce, within 14 days from the date of the second shareholders' meeting.

7.The appointed auditor must prepare and certify the financial statements (Balance Sheet and Accounts) as of the date of dissolution. The date of such financial statements must be the date of the second shareholders' meeting (i.e., the confirming meeting).

8.Hold a shareholders' meeting to approve the financial statements for submission to the Ministry of Commerce.

9.Submit a report of the liquidator every three months to the Ministry of Commerce. This obligation shall continue until completion of the liquidation process.

10.Once the liquidator has cleared the assets and liabilities and has called on debtors for payment of debts to the company, the liquidator must call a final meeting of the shareholders to approve the final liquidation of the company. The minutes of the meeting shall be submitted to the Ministry of Commerce within fourteen days from the date of the meeting.

11.Submit application to the Thai Revenue Department for liquidation of the company and return the original Value Added Tax Certificate and original Tax Identification Card in the name of the company.

12.When the Revenue Department grants approval, the liquidator shall notify and submit a copy of such approval to the Ministry of Commerce in order to obtain final approval from the Ministry.

13.The liquidator has the duty to deposit all the company's books of accounts with the Registrar's office, where they shall be kept for ten years counting from the date of final approval of the liquidation. (In practice, the Ministry does not keep the books of accounts. Instead, it asks the liquidator to keep the books and notify the Registrar of such fact by letter.)

Bung · 07-08-2006, 09:43 PM

Jesus.

mrsquirrel · 07-08-2006, 10:21 PM

Just go kill the lawyer

Fabian · 07-08-2006, 10:39 PM

And I thought bureaucracy is gone crazy here in germany.

KID · 07-08-2006, 11:47 PM

Good god, and to think here in the states all I did was

pay all out standing bill's and close all accounts

cancel insurance policy's

notify state and county of my intentions not to renew business licenses for that company

Spin · 07-08-2006, 11:48 PM

consider selling it for the cost of getting a lawyer to remove you from any legal responsibility

Fabian · 08-08-2006, 03:02 AM

That's a good idea. Is there a market for second hand companies or are people too worried?

William · 08-08-2006, 06:07 AM

there's certainly a market for shelf-companies. Sometimes having a few years operational accounting records is good too. However, it depends on how well the company was run, because directors in Thailand can have criminal liability for certain [in]actions. For example, I believe not filing records to the MoC carries a criminal and civil liability for the director responsible.

While the process of liquidation does look burdensome, provided you do not have a million and one creditors, it is actually fairly painless.

Bung · 08-08-2006, 08:18 AM

I've never actually used it at all, had an idea for working in Phuket but then moved up country. I don't even need it for visas, land or anything.

I guess a marine service company is usless to me up here seeing how I am 600k's away from the nearest beach?

Fabian · 10-08-2006, 03:58 AM

Quote:

Originally Posted by William

While the process of liquidation does look burdensome, provided you do not have a million and one creditors, it is actually fairly painless.

Sounds like that. I have done here a few liquidations for clients and they went painless.

07-08-2006, 06:59 PM	#1 (permalink)
Bung Tounguin for a beer. Last Online: Today 03:15 PM Join Date: Jun 2006 Location: Wat Bung Posts: 2,216	Closing company Does anyone know how much it would be to close a company here? Any pitfalls? I have a company in Phuket that I no longer need (seeing as now I live 1200 klm's away) and can't see the point of paying the lawyer all that money every year for something I don't use.

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07-08-2006, 09:02 PM	#2 (permalink)
Spin likes big jugs...... Join Date: Jul 2006 Posts: 10,963	It can cost up to 30,000 baht to do and is quite complex, blurb ponced from Sunbelt CLOSING A COMPANY DOWN The company must: 1.Hold a Board of Directors' meeting to adopt and approve liquidation of the company and to fix dates for two separate General Meetings of shareholders to consider this. Any of the directors or a person authorized by the directors may issue notices calling for such shareholders' meetings, unless required otherwise by the Articles of Association of the company. 2.General Meeting (first) of the shareholders is to adopt a special resolution to liquidate and dissolve the Thai company. A liquidator and an auditor will be appointed by the meeting for such purpose. 3.General Meeting (the second) of the shareholders will confirm the special resolution adopted in the first meeting. The second meeting must be not less than fourteen days and not more than six weeks from the date of the first meeting, unless stated by the Articles of Association of the company. 4.Place two successive advertisements in a local newspaper announcing the company liquidation to allow creditors (if any) to make a claim for debts owed to them by the company. 5.Send to all creditors a letter by registered mail requesting them to file a debt claims owed to them by the company. 6.File the relevant application documents together with copies of the special resolutions with the Company and Partnership Registration Office, Commercial Registration Department, Ministry of Commerce, within 14 days from the date of the second shareholders' meeting. 7.The appointed auditor must prepare and certify the financial statements (Balance Sheet and Accounts) as of the date of dissolution. The date of such financial statements must be the date of the second shareholders' meeting (i.e., the confirming meeting). 8.Hold a shareholders' meeting to approve the financial statements for submission to the Ministry of Commerce. 9.Submit a report of the liquidator every three months to the Ministry of Commerce. This obligation shall continue until completion of the liquidation process. 10.Once the liquidator has cleared the assets and liabilities and has called on debtors for payment of debts to the company, the liquidator must call a final meeting of the shareholders to approve the final liquidation of the company. The minutes of the meeting shall be submitted to the Ministry of Commerce within fourteen days from the date of the meeting. 11.Submit application to the Thai Revenue Department for liquidation of the company and return the original Value Added Tax Certificate and original Tax Identification Card in the name of the company. 12.When the Revenue Department grants approval, the liquidator shall notify and submit a copy of such approval to the Ministry of Commerce in order to obtain final approval from the Ministry. 13.The liquidator has the duty to deposit all the company's books of accounts with the Registrar's office, where they shall be kept for ten years counting from the date of final approval of the liquidation. (In practice, the Ministry does not keep the books of accounts. Instead, it asks the liquidator to keep the books and notify the Registrar of such fact by letter.)

07-08-2006, 09:43 PM	#3 (permalink)
Bung Tounguin for a beer. Last Online: Today 03:15 PM Join Date: Jun 2006 Location: Wat Bung Posts: 2,216	Jesus.

07-08-2006, 10:21 PM	#4 (permalink)
mrsquirrel Jarvis fellates goats 4 $ Join Date: Jul 2005 Location: In a rather cold and dark place Posts: 12,431	Just go kill the lawyer

07-08-2006, 10:39 PM	#5 (permalink)
Fabian Thailand Forum Last Online: Today 03:01 AM Join Date: Jul 2005 Location: Hamburg, cold dark Germany Posts: 4,976	And I thought bureaucracy is gone crazy here in germany.

07-08-2006, 11:47 PM	#6 (permalink)
KID Wat Traimit Last Online: 11-01-2010 07:45 PM Join Date: Nov 2005 Posts: 943	Good god, and to think here in the states all I did was pay all out standing bill's and close all accounts cancel insurance policy's notify state and county of my intentions not to renew business licenses for that company

07-08-2006, 11:48 PM	#7 (permalink)
Spin likes big jugs...... Join Date: Jul 2006 Posts: 10,963	consider selling it for the cost of getting a lawyer to remove you from any legal responsibility

08-08-2006, 03:02 AM	#8 (permalink)
Fabian Thailand Forum Last Online: Today 03:01 AM Join Date: Jul 2005 Location: Hamburg, cold dark Germany Posts: 4,976	That's a good idea. Is there a market for second hand companies or are people too worried?

08-08-2006, 06:07 AM	#9 (permalink)
William Thailand Travel Forum Last Online: 13-01-2010 03:09 PM Join Date: Jul 2005 Location: In jail Posts: 5,826	there's certainly a market for shelf-companies. Sometimes having a few years operational accounting records is good too. However, it depends on how well the company was run, because directors in Thailand can have criminal liability for certain [in]actions. For example, I believe not filing records to the MoC carries a criminal and civil liability for the director responsible. While the process of liquidation does look burdensome, provided you do not have a million and one creditors, it is actually fairly painless.

08-08-2006, 08:18 AM	#10 (permalink)
Bung Tounguin for a beer. Last Online: Today 03:15 PM Join Date: Jun 2006 Location: Wat Bung Posts: 2,216	I've never actually used it at all, had an idea for working in Phuket but then moved up country. I don't even need it for visas, land or anything. I guess a marine service company is usless to me up here seeing how I am 600k's away from the nearest beach?

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