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Thailand: Continuing nominee inspections
- ASEAN Newsflash - Q2 2026
- Continued investigations on nominee structures in Thailand
- Land ownership under strict investigation
- Documentation and proof required
Thai authorities continue to investigate nominee structures in Thailand. Recently, the Department of Business Development started random verification of companies in which a Thai shareholder holds between 51 and 60 per cent of the shares.
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Random shareholder verification
During these inspections, the authorities will typically request evidence for the following:
- Proof of share payment (bank transfers, receipts, etc.)
- Background information on how the shares were acquired
- Details of each shareholder’s role, management authority, and position in the organization chart
- Copies of share certificates, the share register book, and any related share transfer documents
- Relevant accounting documents (e.g. financial statements, audit report, dividend payments)
The timeline for provision of the documents can be tight. Thus, any company with a Thai national holding between 51 to 60 per cent of shares, should prepare a set of documents in case of a random verification request.
Land ownership
On May 15, 2026, the Land Department issued a Circular directing provincial governors across Thailand to strictly investigate and prevent illegal land holding by foreigners through Thai nominees or Thai-majority companies acting on their behalf. It mandates comprehensive audits of corporate structures and funding sources rather than accepting paper share splits at face value.
Land offices are required to conduct enhanced due diligence and investigate the source of funds and financial background of purchasers in land transactions involving:
- cash consideration is THB 2 million or more, or
- the assessed property value is THB 5 million or more, or
- there are indications that a Thai purchaser may be acting on behalf of a foreigner.
Focused on Thai companies used for land holding: Authorities will closely examine Thai companies with foreign shareholders or directors, including changes in shareholding structures, capital increases, and arrangements designed to keep foreign ownership formally below statutory thresholds.
There will be ongoing monitoring obligations, whereas local land offices must conduct monthly reviews of mixed Thai-foreign ownership companies and report findings to the Department of Lands on a quarterly basis.
Violations of the Thai Land Act are subject to criminal punishment, including potential imprisonment.