A Representative Office (RO) in Thailand is a legal business structure that allows foreign companies to establish a non-revenue-generating presence in the country. It serves as a liaison office to facilitate market research, quality control, and business coordination. However, it cannot engage in direct trading, sales, or profit-generating activities.
Many international companies set up a Representative Office in Thailand to explore business opportunities, oversee suppliers, and provide customer support before committing to a full-scale investment.
This guide explains the purpose, legal framework, registration process, benefits, and limitations of a Representative Office in Thailand.
1. What is a Representative Office?
A Representative Office is a business structure wholly owned by a foreign company. It is not allowed to generate revenue but can perform certain non-commercial activities.
β Acts as a liaison between the parent company and Thai businesses.
β Cannot sign contracts or issue invoices in Thailand.
β Must be fully funded by the parent company.
β Suitable for market research, business coordination, and product quality control.
π‘ Example: A Japanese electronics company establishes a Representative Office in Bangkok to oversee quality control of its suppliers in Thailand.
2. Activities Allowed for a Representative Office in Thailand
Thai law permits a Representative Office to perform the following five (5) activities:
1οΈβ£ Sourcing and reporting business information to the parent company.
2οΈβ£ Promoting exports from Thailand to foreign markets.
3οΈβ£ Assisting in technical support for products sold by the parent company.
4οΈβ£ Inspecting and controlling product quality before shipment.
5οΈβ£ Liaising between the parent company and Thai businesses for operations support.
π΄ Important: The Representative Office cannot generate income, trade, or provide paid services.
3. Advantages of Establishing a Representative Office
β Low Legal and Financial Risks β Since it cannot engage in revenue-generating activities, financial and legal risks are minimized.
β Easy Market Entry β Allows foreign companies to study business opportunities before making major investments.
β 100% Foreign Ownership Allowed β Unlike other business structures, an RO does not require Thai shareholders.
β No Corporate Income Tax (CIT) β Since it does not generate income, there are no corporate taxes.
β Lower Operating Costs β Compared to a full subsidiary, running an RO is more cost-effective.
π‘ Tip: A Representative Office is ideal for companies that want to test the Thai market without financial risk.
4. Disadvantages of a Representative Office
β Cannot Engage in Profit-Generating Activities β An RO is strictly limited to non-commercial operations.
β 100% Funding from Parent Company β The parent company must provide all operational funds.
β Limited Business Scope β The Thai government monitors RO activities to ensure compliance.
β Requires Licensing from the Department of Business Development (DBD) β Additional paperwork and approval are needed.
π‘ Tip: If you plan to sell products or provide paid services, consider setting up a Thai Limited Company instead.
5. Requirements for Setting Up a Representative Office
To establish an RO in Thailand, the parent company must meet the following requirements:
β The parent company must be a legally registered foreign business.
β The ROβs activities must be within the five permitted activities.
β The parent company must fund all operating expenses of the RO.
β At least one foreign or Thai director (Chief of RO) must be appointed.
π‘ Tip: A strong business justification is required when applying for an RO license.
6. Registration Process for a Representative Office in Thailand
Setting up an RO involves several legal steps and approvals.
Step 1: Gather Required Documents
The following documents are needed:
β Application form (DBD form for Representative Office)
β Parent company registration certificate (notarized)
β Company affidavit (company name, business scope, and ownership details)
β Letter of appointment for the Chief of Representative Office
β Business operation plan for the first three years
β Power of Attorney (if using a legal representative)
β Financial statements of the parent company
π‘ Tip: All foreign documents must be translated into Thai and notarized.
Step 2: Submit Application to the Department of Business Development (DBD)
β The application is submitted to the DBD under the Ministry of Commerce.
β The approval process takes 3-4 weeks.
β Once approved, the DBD issues a Business License for the RO.
Step 3: Register for a Tax Identification Number (TIN)
β Even though an RO is not taxable, it must obtain a Tax ID from the Revenue Department.
β The TIN is used for employee taxes and social security registration.
Step 4: Open a Corporate Bank Account
β A Thai bank account is necessary for managing business expenses and payroll.
β The Chief of the Representative Office can legally sign on behalf of the RO.
Step 5: Apply for Work Permits (if hiring foreign staff)
β The Chief of RO and foreign employees must obtain work permits and non-immigrant B visas.
β The RO must comply with Thailandβs foreign employment laws (at least four Thai employees per foreign worker).
π‘ Tip: Work permits are issued by the Department of Employment under the Ministry of Labor.
7. Costs and Taxes for a Representative Office
π΄ Setup Costs: THB 20,000 β THB 50,000 (legal and government fees).
π΄ Annual Operating Costs: THB 500,000 β THB 1,500,000 (rent, salaries, and expenses).
Taxation for Representative Offices
β No Corporate Income Tax (CIT) β Since an RO does not earn revenue, it is exempt from corporate tax.
β Withholding Tax (WHT) β The RO must withhold tax on salaries paid to employees.
β Value-Added Tax (VAT) β An RO is not required to register for VAT unless it imports goods.
π‘ Tip: Even if the RO has no taxable income, it must file annual financial reports with the Thai Revenue Department.
8. Alternatives to a Representative Office
If your business requires revenue-generating activities, consider these alternatives:
β Thai Limited Company β Allows 100% business activities, including sales and services.
β Branch Office β Can conduct business but must pay Thai taxes.
β BOI-Promoted Company β If eligible, provides tax incentives and foreign ownership benefits.
π‘ Tip: If you need full business operations in Thailand, a Thai Limited Company is the best option.
9. Conclusion
A Representative Office in Thailand is an excellent choice for foreign companies looking to establish a presence without engaging in profit-making activities.
β Key Takeaways:
- An RO is 100% foreign-owned and serves as a liaison office.
- It can conduct market research, quality control, and business coordination.
- It cannot generate revenue, trade, or issue invoices.
- The parent company must fully fund all RO expenses.
- The setup process includes DBD approval, tax registration, and work permits.
- No corporate income tax applies, but payroll taxes must be filed.