Preserve the file and identify the actual stage before anything moves
This guide's safe first step is preservation and independent review, not a transaction. Keep the original company, shareholder, bank, tax, title and official-contact records intact, record what is missing, and let Thai counsel decide whether any communication or change is appropriate. This is an editorial stop line, not a statutory cure or personalised instruction.
Source th-fba-036Source th-dbd-2026-06-22Source th-sc-2252-2560
No known official contact, a registration document request, an audit, an investigation, an allegation, a disposal order and a court outcome are different stages. The document, issuing body, file number, service date and stated deadline—not a reader's label for the event—determine what Thai counsel must assess next.
Source th-dbd-2026-03-24Source th-dbd-2026-06-22Source th-land-code-086-098
A generic page cannot approve a share transfer, replacement shareholder, land transfer, lease, usufruct, superficies, dissolution or disclosure during a live matter. The owner should treat every proposed change as a counsel gate because its effect depends on the original facts, current stage, title and parallel company, tax or criminal issues.
Source th-fba-036Source th-land-code-086-098Source th-sc-1523-2565
Separate share percentages from capital, control, activity and the legal test
Land Code sections 97 and 98 contain capital, shareholder-headcount and upstream-juristic-person tests for the land-law context. The Foreign Business Act separately regulates foreign status, restricted activities, permissions and nominee assistance. A bare '51/49' description does not resolve either framework or the facts of a particular company.
Source th-land-code-086-098Source th-fba-008-listsSource th-fba-036
The official Supreme Court catalogue shows why advisers inspect substance rather than only a shareholder list. Docket 2252/2560 considered the foreign claimant's actual capital on its facts, while docket 5457/2560 concerned nominal Thai shareholding in a disguised transaction. Neither judgment proves that every minority foreign investor or shareholder loan is unlawful.
Current tax filings or business activity may be relevant evidence, but this guide does not treat them as a clearance certificate for the original acquisition. The review must reconstruct who supplied the purchase and share capital, who controlled decisions, who received economic benefit and what purpose the company and land served at the relevant times.
Source th-fba-036Source th-sc-17923-2557Source th-sc-2252-2560
Foreign Business Act section 36 addresses specified assistance, support, joint operation or nominal shareholding used so a foreigner can evade or breach the Act, together with the consenting foreigner. The section does not say that 49/51 ownership, a screening referral or an audit proves the offence; the statutory elements and evidence still matter.
Section 36 states imprisonment up to three years and/or a THB100,000–1,000,000 fine, permits a court to order the assistance, joint operation or shareholding ended, and states a THB10,000–50,000 daily fine for continued disobedience. These are statutory ranges, not a prediction about any reader, actor or case.
DBD screenings, targets, audits and referrals are administrative or investigative events, not findings of guilt or convictions. The 2026 releases describe data-led controls and referrals, but they do not authorise an article to identify a company or shareholder as a nominee or to predict prosecution.
Source th-dbd-2026-01-20Source th-dbd-2026-06-22Source th-dbd-2026-07-04
Match the response to the case stage
At a voluntary self-review stage, the useful output is four linked maps: legal issues, tax/accounting position, title/assets and commercial net proceeds. The owner should collect facts rather than score the structure. If official contact emerges, the response, privilege and transaction questions move immediately to the relevant Thai adviser.
Source th-land-code-086-098Source th-fba-036Source th-sc-2252-2560
DBD's 24 March and 31 July 2026 releases describe additional confirmations, investment explanations and bank-statement evidence for specified registrations. They do not make every foreign-linked company guilty. The signed Orders 1/2569 and 2/2569 were not retrieved by A4, so their full scope must not be embellished from the releases.
For an audit, information request or investigation, preserve the exact agency request, file number, proof of service, response deadline, interview/search record and evidence supplied. DBD's June 2026 release reports audits and referrals but warns by its nature that these populations are not conviction counts and may overlap.
An allegation, interview request, warrant or charge is a live-case stop line. Thai counsel must identify the provision, actor, procedural status, communication strategy and whether separate criminal or FBA representation is needed. This guide cannot decide privilege, disclosure, defence, transaction timing, guilt or penalty.
A disposal-order stage requires the actual document, issuing authority, plots and rights covered, proof and date of service, prescribed start and end dates, and any review or parallel proceeding identified by counsel. Section 94 supplies a range for the prescribed period; it does not supply an individual start date without the case record.
A court outcome must be read for its operative order and the issues it leaves separate. Docket 1523/2565 is a warning against overstatement: the catalogue summary says Land Code sections 86 and 94 issues had to be pursued separately, not that the case itself imposed a disposal order or criminal sentence.
| Stage 0 — self-review, no known official contactth-land-code-086-098th-fba-036 | What did the original acquisition, funding, control and benefit actually look like before any change is considered?th-land-code-086-098th-fba-036th-sc-2252-2560 | Company history, shareholder subscriptions and transfers, bank trail, business records, title and registered rights, tax files, prior advice and desired outcome.th-sc-2252-2560th-dbd-2026-06-22 | Independent legal, tax, title and commercial issue maps. No legality score and no route execution; official contact moves the case to the relevant later stage.th-land-code-086-098th-fba-036 |
| Stage 1 — registration query or extra-document requestth-dbd-2026-03-24th-dbd-2026-07-31 | Which specified registration is being examined, what was requested, by whom and by what deadline?th-dbd-2026-03-24th-dbd-2026-07-31 | Original request, filing reference, service/receipt date, proposed change, investment explanation, required statements and the records behind every confirmation.th-dbd-2026-03-24th-dbd-2026-07-31 | Counsel-approved response and filing plan. Extra scrutiny is not nominee guilt; the signed Orders 1/2569 and 2/2569 remain a source gap if their full scope is asserted.th-dbd-2026-03-24th-dbd-2026-07-31 |
| Stage 2 — audit, information request or investigationth-dbd-2026-06-22th-dbd-2026-07-04 | Which agency, file, legal issue, documents and interviews are involved, and is any property or company change still permissible?th-dbd-2026-06-22th-fba-036 | Every request, summons, search record, agency/file number, proof of service, interview record, corporate/funding file and an unaltered evidence index.th-dbd-2026-06-22th-fba-036 | Lead-counsel communication and preservation plan, with separate criminal/FBA advice where indicated. Audit, screening and referral are not convictions; no self-directed restructuring.th-dbd-2026-06-22th-fba-036 |
| Stage 3 — allegation, interview, warrant or chargeth-fba-036 | What provision and actor are alleged, what procedural event has occurred and who controls communications, evidence and any transaction decision?th-fba-036th-land-code-086-098 | Warrant, allegation/charge document, interview request, counsel instructions, complete company/funding/title file and a record-preservation log.th-fba-036 | Thai counsel controls defence, privilege, disclosure and transaction stop lines. The publisher predicts neither guilt, penalty, title outcome nor a cure.th-fba-036 |
| Stage 4 — specific disposal notice or orderth-land-code-086-098 | What land/right is covered, who issued the document, when was it served and what exact period and review route does it prescribe?th-land-code-086-098 | Actual order, proof/date of service, plots and rights, prescribed start/end, mortgage/occupants, agency directions and parallel proceeding records.th-land-code-086-098 | Counsel-led deadline and disposal plan. Section 94 gives a case-set period of 180 days to one year; no crackdown news date starts an individual clock.th-land-code-086-098 |
| Stage 5 — court judgment or final agency outcometh-sc-1523-2565 | What did the operative order decide, what remains separate and which enforcement, title, company or payment steps follow?th-sc-1523-2565th-land-code-086-098 | Certified/full outcome where available, docket/file, operative orders, finality/service evidence, title/company records and related proceeding status.th-sc-1523-2565th-land-code-086-098 | Thai counsel maps compliance and remaining proceedings. Docket 1523/2565 leaves its Land Code issues to separate proceedings; it does not establish automatic title cancellation or a universal remedy.th-sc-1523-2565 |
| Route A — assess continued company ownership after checking the titleth-land-code-086-098th-fba-036 | Can the original acquisition and present ownership, funding, activity and permissions be defended without treating later compliance as a cure?th-land-code-086-098th-fba-036th-boi-act-024-027-054-056 | Original acquisition/funding, shareholder economics/control, current business substance, accounts/tax, title purpose, permissions and any official-contact stage.th-land-code-086-098th-fba-036th-boi-act-024-027-054-056 | Written counsel opinion and ongoing governance/compliance cost map. No publisher declaration of lawfulness; docket 2252/2560 shows only that actual capital mattered on its facts.th-fba-036th-sc-2252-2560 |
| Route B — assess a proposed asset or registered-right transactionth-land-code-086-098th-condo-019-019ter | What asset/right transfers, is the recipient eligible, and what title, company, mortgage, occupant and approval dependencies must close?th-land-code-086-098th-condo-019-019ter | Current title/registered rights, eligible buyer evidence, company authority, value, mortgage/occupants, agreements, tax basis and any order/proceeding constraints.th-land-code-086-098th-condo-019-019ter | Counsel, tax adviser, accountant and closing support produce a registrable sequence and net-proceeds sheet. Disposal does not erase historic civil or criminal exposure.th-land-code-086-098th-fba-036 |
| Route C — assess a proposed share transaction; title effect unresolvedth-fba-036th-land-code-086-098 | What would current company law, the company records and the title record say changes in the proposed transaction, and is timing permissible at this case stage?th-fba-036th-sc-5457-2560 | Current company and title records, shareholder/funding history, beneficial ownership, approvals, liabilities, tax inputs, buyer funding and live-proceeding advice; primary company-law support remains a gap.th-fba-036th-sc-5457-2560 | Counsel records separately what share, asset or registered right is proposed to move and makes the title-effect determination. This table supplies no categorical share-versus-property conclusion.th-fba-036th-land-code-086-098 |
| Route D — real asset transfer, then separately register a rightth-land-code-086-098th-ccc-540-current | Is there a genuine eligible new owner and transfer, and which lease or other right is legally available, accepted and commercially tolerable?th-land-code-086-098th-ccc-540-currentth-commercial-lease-act-2542 | Eligible-owner funding/independence, real transfer value/tax, Land Office acceptance, right terms/registration, control loss, counterparty risk and case-stage clearance.th-land-code-086-098th-ccc-540-current | Counsel-approved two-transaction sequence and cost/risk map. There is no one-step conversion or standard cure; ordinary leases remain subject to section 540.th-ccc-540-currentth-commercial-lease-act-2542 |
| Route E — determine the property/title and liquidation sequenceth-land-code-086-098 | What sequence do Thai counsel and accounting advisers establish for the asset/title alongside creditors, tax, employees, liquidation and deregistration?th-land-code-086-098 | Current title and registered rights, liabilities, creditors/employees, accounts/audits/tax, resolutions/notices, proposed liquidator, shareholder settlement and distribution eligibility.th-land-code-086-098 | Counsel, the accountant and the tax adviser determine whether property is dealt with before or during liquidation. This table prescribes no order; official current liquidation procedure remains a publication gap.th-land-code-086-098 |
| Route F — comply with a specific disposal orderth-land-code-086-098 | Can an eligible buyer and registrable voluntary disposal be completed within the exact prescribed period while counsel handles review rights and parallel exposure?th-land-code-086-098th-fba-036 | Actual order/service/deadline, covered plots/rights, eligible buyer, title/mortgage/occupants, value, tax/cost inputs and counsel's proceeding strategy.th-land-code-086-098 | Counsel-led voluntary-disposal timeline, cash waterfall and stop conditions. Deadline compression and forced-disposal consequences are case-specific; a news announcement supplies no clock.th-land-code-086-098 |
Schema ownership-decision-v1 · version 1 · CC BY 4.0
Map what is actually owned and who may receive it
Land Code section 86 places foreign acquisition within the Code's treaty, permission and conditions framework. The first asset-map question is therefore who is legally eligible to receive the relevant land or right; the answer cannot be inferred from nationality alone or solved by changing a name in company records.
For a company-held land asset, advisers need the foreign capital percentage, foreign shareholder headcount, upstream juristic shareholders, land purpose and any specific permission. Sections 97 and 98 are fact-sensitive. This guide supplies the questions and records, not a declaration that the entity is Thai or foreign for a transaction.
A condominium unit requires its own asset and recipient analysis. The Condominium Act's foreign quota is no more than 49% of aggregate unit floor area, and section 19 contains qualification routes. Company-held land rules cannot simply be copied onto a condo transfer, and a current registrar/quota record remains transaction-specific.
Investment Promotion Act section 27 permits a promoted person to own land only for the promoted activity to the extent approved, with disposal consequences when the promoted activity ends or transfers. BOI status is therefore a document-and-condition branch, not general, personal or permanent foreign land ownership.
The evidence pack must identify every registered mortgage, lease, usufruct, superficies, servitude and occupant interest separately from land and building ownership. This guide does not state the availability or effect of any right for a reader; Thai counsel and the current Land Office record must establish what exists and what can change.
Build one indexed evidence pack
The company file should include the current affidavit, memorandum/articles, shareholder lists from formation onward, share register and certificates, transfer instruments, director/signatory history, preference rights, resolutions, powers of attorney and side agreements. The aim is a dated chronology that an adviser can test, not reconstructed paperwork or a compliance badge.
Source th-fba-036Source th-dbd-2026-03-24Source th-dbd-2026-07-31
The funding file should trace capital calls, subscription receipts, Thai-shareholder bank evidence, company receiving accounts, loans, guarantees, dividends, related-party payments and the property purchase funds. Docket 2252/2560 demonstrates why actual capital mattered on its facts; it does not create a universal rule outside that context.
The operating file should preserve audited statements, ledgers, tax and VAT filings, invoices, payroll, staff, licences, contracts, meetings and evidence of how the land served the business. These records inform adviser review. They do not retroactively prove that an original acquisition or shareholder arrangement was lawful.
Source th-fba-008-listsSource th-fba-036Source th-dbd-2026-06-22
The title file should contain current and historic title records, the Land Office transfer instrument, sale agreement, stated and paid price evidence, official valuation, mortgage, building permit or ownership evidence, house registration, registered rights, tenants and restrictions. The exact asset map controls which route questions are even available.
Keep every agency letter, request, summons, search record, order, court document, envelope and proof of service, plus a log of who contacted whom and when. Do not backdate, destroy, fabricate or tidy history. Counsel decides disclosure, response and whether a separate defence file is required.
Source th-dbd-2026-06-22Source th-fba-036Source th-sc-1523-2565
Compare routes without choosing one from an article
A retain-company branch begins by confirming the current registered owner rather than assuming the title effect from the company records alone. Before counsel can assess it, the original acquisition, funding, shareholder economics, activity, accounts, land purpose, permissions and current case stage must be reviewed. Ongoing filings and a real business may be relevant evidence, but this guide never labels retention lawful or safe.
Source th-land-code-086-098Source th-fba-036Source th-boi-act-024-027-054-056
For a proposed asset transaction, Thai counsel must identify the registered asset or right, transferor, eligible recipient and legal effect rather than infer them from the route label. The review must cover title and rights, company authority, buyer eligibility and funding, mortgage and occupants, valuation, tax inputs and any proceeding or order. No later transaction is presented as erasing earlier civil or criminal exposure.
Source th-land-code-086-098Source th-condo-019-019terSource th-fba-036
A real transfer to a separate eligible owner followed by a separately registered lease or other right changes two relationships. It requires genuine parties, funding, value, tax, Land Office acceptance and counterparty-risk analysis. A circular or nominal arrangement can recreate the original concern, so this page never presents the sequence as a standard cure.
Source th-land-code-086-098Source th-ccc-540-currentSource th-fba-036
Property/title and company-liquidation questions must be mapped together, but this guide does not prescribe whether an asset is dealt with before or during liquidation. Thai counsel, the accountant and the tax adviser must establish the lawful sequence for title, debts, creditors, employees, accounts, tax, resolutions, notices, liquidator duties and distributions. Land-recipient eligibility remains separate, and current primary liquidation procedure remains a publication gap.
A specific disposal order adds a case-set deadline and agency requirements to the ordinary buyer, title, mortgage, occupant, tax and closing dependencies. Counsel must interpret the order and any review or parallel exposure. Deadline pressure may change the commercial outcome, but this guide predicts neither sale proceeds nor forced-disposal consequences beyond the verified statute.
Why convert to leasehold is misleading
There is no one-step statutory conversion that changes company-owned land into the foreigner's leasehold. The described structure requires a real eligible owner and asset transfer first, followed by a separately drafted and registered right if available. Each step has its own parties, consideration, tax, acceptance and risk.
A later transfer, lease or operating change does not automatically erase the facts of the original acquisition or any completed conduct. Docket 17923/2557 and the other A4 court summaries are fact-specific warnings against form-over-substance reasoning, not a holding that every lease, company or later transaction is void.
Source th-sc-17923-2557Source th-sc-5457-2560Source th-sc-2252-2560
Civil and Commercial Code section 540 caps an ordinary immovable-property lease at 30 years and permits a later renewal of no more than 30 years from renewal. Docket 4655/2566 treated the same-day 30+30+30 promises in that case as an evasion; it does not say every future renewal is impossible.
The separate Commercial and Industrial Immovable Property Lease Act covers qualifying registered commercial or industrial leases over 30 and up to 50 years, with a later renewal up to 50 years subject to its conditions. It is not a general residential villa route or a guaranteed 50+50 term.
As at 9 August 2026, no enacted general 99-year residential lease regime appears in the verified current compilation. Government records described the 2024 idea as a study, and targeted Council of State searches returned no match. The blocked exhaustive Gazette search is residual uncertainty, so official sources require a fresh check before publication.
Source th-ccc-540-currentSource th-commercial-lease-act-2542Source th-gov-99y-study-2567Source th-ocs-99y-catalogue-2569
Start the section 94 timeline only from the case record
Land Code section 94 says the Director-General fixes the disposal period for the covered case, and that period must be at least 180 days and no more than one year. The range is not a universal 180-day clock, a promise of one full year or proof that the provision applies to a reader.
Section 96 gives the Director-General disposal power where a person acquired land as owner on behalf of a foreigner or a section 97/98 entity and applies section 94 mutatis mutandis. Whether those conditions are met is a fact-sensitive official and legal question, not an article classification.
DBD enforcement releases identify plans, targets, audits, controls and referrals. They are not individual Land Code disposal orders and do not establish when any owner's section 94 period began. May, June, July or August 2026 news dates therefore cannot be converted into personal forced-sale dates.
Source th-land-code-086-098Source th-dbd-2026-06-22Source th-dbd-2026-07-04Source th-dbd-2026-07-31
The deadline review must record the actual notice or order, issuing authority, proof/date of service, prescribed start and end, covered plots and rights, voluntary-disposal requirements and any review or parallel proceeding identified by counsel. Without those fields, the page can explain the statute but cannot calculate a reader's deadline.
Build cost and net-proceeds inputs instead of a fake total
There is no responsible universal total for closing a property-owning Thai company. A real model separates professional quotes and company-compliance work from value-linked asset transfer, tax, mortgage, shareholder, tenant, buyer-discount, banking and enforcement inputs. The platform may collect inputs; qualified advisers must calculate and sign off the outcome.
For every feasible route, collect the asset and official value, stated price, acquisition and holding facts, book/tax basis, seller and buyer status, mortgage, liabilities, registered-right consideration, professional quotes and case deadline. Current primary tax bases, statutory payer rules and liquidation fees remain bounded verification gaps before figures can be published.
The commercial sheet should show best, base and worst scenarios for value, urgency discount, mortgage payoff, taxes and fees, professional costs, shareholder and tenant settlement, buyer liability discount, currency conversion and remittance. It is a sensitivity model, not a promise that a route is available or that proceeds can be remitted.
The page must not predict a reader's tax, fine, imprisonment, title cancellation, forced-sale fee or net proceeds. It may name verified statutory ranges and list calculation inputs with their date and base. Everything else requires a written adviser computation tied to the exact company, asset, parties and stage.
Give each professional a bounded job
Independent Thai-qualified land and corporate counsel should own the legal issue map, title/company route feasibility, notices and legal sequence. Independence matters where the seller, agent, developer or original structure provider may have a commercial interest or prior-work conflict. This role description is not a referral or a claim about a named firm.
Where an interview, warrant, allegation, charge or possible criminal exposure exists, lead counsel decides whether separate criminal or FBA representation is required and who controls communication. The publisher does not choose the defence team, decide privilege or tell the reader which agency to contact.
The accountant or auditor reconstructs books, historic compliance, liabilities and closing or liquidation accounts; the Thai tax adviser models route-specific tax from dated assumptions. Neither role should repair history through fabricated or backdated records, and neither calculation substitutes for the legal asset and party analysis.
Title, valuation and transaction support verify the current Land Office record, registered burdens, value and closing sequence. A bank contact confirms receipt, payoff, source-of-funds and remittance documents before an agreement fixes payment mechanics. A Thai-lawful broker may advise on marketability only inside the applicable activity and licensing rules.
Ask for a written issue map and route comparison
Ask counsel for a written chronology, the legal tests being assessed, confirmed official-contact stage, every deadline and its source, the assets and rights involved, missing evidence and the questions that remain unresolved. The output should distinguish law, official procedure, professional assumption and client fact rather than collapse them into reassurance.
Source th-land-code-086-098Source th-fba-036Source th-dbd-2026-06-22
For each route counsel considers feasible, ask for preconditions, what transfers, recipient eligibility, historic-liability treatment, approvals, tax and fee assumptions, buyer/counterparty risk, responsible professional, dependencies and stop conditions. A route should disappear from the working set when a required fact, permission or case-stage gate is not satisfied.
Source th-land-code-086-098Source th-fba-036Source th-ccc-540-current
What this guide cannot decide
This guide can organise statutes, official dates, neutral documents, questions, roles and calculation inputs. It cannot label a structure or person lawful or unlawful, interpret a reader's notice, recommend a transaction, decide disclosure or privilege, calculate final tax, predict proceedings or issue a legal-safety certificate. Those decisions remain with qualified advisers.
Keep enforcement cohorts separate and refresh the legal record
DBD's 119,297 active-company screening universe, 21,459 property target, 4,554 accounting/HR03 group and 3,294 audited accounts are distinct dated populations. Do not add them, treat one as a subset without cohort documentation, substitute the later 119,116 live count or call any of them convictions.
Source th-dbd-2026-01-20Source th-dbd-2026-06-22Source th-dbd-2026-07-04Source th-dbd-2026-07-31
Change log — 10 August 2026: B3 recast unsupported share/title and liquidation-sequence statements and replaced generic court citations with exact dockets; it did not refresh current law, retrieve primary liquidation procedure or complete Thai legal review. Before this draft can publish, refresh the current Land Code, Foreign Business Act, Condominium Act, BOI and 99-year status; obtain current primary tax and liquidation procedure; re-query cited court dockets; and record Thai legal review.
Source th-land-code-086-098Source th-fba-036Source th-condo-019-019terSource th-boi-act-024-027-054-056Source th-ocs-99y-catalogue-2569