Using a Thai Company to Buy Property in Koh Samui: 2026 Guide

For foreign buyers seeking freehold villa ownership in Koh Samui, the Thai Limited Company (Borisat Chamgat) remains the most widely used legal structure. This guide explains how it works, what it costs, and what risks to manage carefully in 2026.

How the Thai Company Structure Works

A Thai Limited Company can own land and property in Thailand regardless of the nationality of its directors. The critical constraint is share ownership: foreigners may hold a maximum of 49% of shares; Thai nationals must hold at least 51%.

In practice, the common structure is:

• 1 foreign director (the buyer) holding 49% of shares
• 2–3 Thai shareholders holding 51% collectively
• The company holds the Chanote title to the land and villa
• The foreign director controls the company through majority board representation

Nominee Shareholders: Legal Reality in 2026

Prior to 2022, it was common practice to use Thai “nominees” — individuals who held shares on behalf of the foreign buyer with no genuine interest in the company. This practice is illegal under Section 96/1 of the Land Code and the Foreign Business Act.

The Department of Business Development and Land Department now require evidence that Thai shareholders:

• Are genuine investors with documented financial capacity to hold their shares
• Have participated in shareholder meetings and signed resolutions
• Are not holding shares under a debt instrument, blank share transfer, or other nominee arrangement

Practical implication: Work with a reputable law firm to identify legitimate Thai shareholders who are actual investors, family members, or business partners with genuine interest in the company.

Setup Costs and Timeline

Timeline from company registration to completed property transfer: 4–8 weeks depending on Land Department scheduling.

Annual Compliance Obligations

Once the company owns property, ongoing obligations include:

• Annual accounts preparation and filing with the Revenue Department: ฿15,000 – ฿30,000
• Annual BOJ5 form filing with the Department of Business Development
• Shareholder and director meeting minutes (minimum once per year)
• Corporate tax return — zero liability if company has no revenue beyond property ownership
• VAT registration not required for non-revenue generating property companies

Failure to maintain compliance can result in company dissolution and — in extreme cases — scrutiny of the underlying land ownership.

Selling a Company-Held Property

When you sell a villa owned through a Thai company, you have two options:

1. Sell the company shares (buyer acquires the company and the property with it) — simpler, lower transfer costs, but buyer inherits all company liabilities
2. Sell the underlying property out of the company — standard Land Department transfer process, higher transaction costs but cleaner title history for the buyer

Most buyers of high-value villas prefer option 2 (clean property title), so factor transfer costs into your exit planning.

Is a Thai Company Right for You?

The structure works well for buyers who:

• Require freehold land ownership for estate planning or business purposes
• Are comfortable with annual compliance costs of ฿15,000–฿30,000
• Have access to genuine Thai co-shareholders

It is less suitable for buyers who:

• Plan to hold the property for fewer than 5 years (SBT tax impact on sale)
• Are acquiring a property purely for personal use with no investment intent

Speak with our team to discuss whether a Thai company, leasehold, or LTR/BOI pathway is best suited to your specific situation.