Thailand Other Incorporations – Incorporation of Charities / Non-Profit Organizations / Foundations

Thailand Incorporation Other

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INCORPORATION OF A CHARITY / NON-PROFIT ORGANIZATION IN THAILAND

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Charities or Non-Profit Organizations (‘NPO’) are known as ‘Foundations’ in Thailand.  The ‘Foundation’ is the vehicle for undertaking charitable / non-profit work. Accordingly, although ‘Foundations’ are still mandated to pay tax on any ‘profit’ received, i.e. tax is incurred when income for the tax year exceeds your outflow – the prevailing tax rate for these ‘profits’ is 2% (or 10% depending on the source of income) – considerably less than any other juristic person / legal entity. Essentially, ‘Foundations’ are legal entities that may exercise the functions of the same, eg. institute legal proceedings, employ people, sponsor visas / work permits, enter into contracts, and so forth. In general, these organizations generally work for the ‘benefit’  (mutual or specific) of society and are empowered to collect donations for their ’cause’ and issue receipts.

REQUIREMENTS

  • A CAUSE

The incorporation of a ‘Foundation’ in Thailand requires a ‘Cause’ which is essentially a purpose, mission, aim, goal, vision, direction, etc. The Applicant should be clear about the area of outreach, as there will be a need to state a target region of work. A ‘Foundation’ is a ‘Cause’-specific establishment and thus has to operate along the lines of its ‘Cause’ / objectives or risk losing its registration and thus it is fundamental to be aware of the ‘Foundation”s range of permissible activity.

  • MINIMUM MEMBERSHIP

A minimum of 3 individuals are required to work the ‘Foundation’ on a strictly voluntary basis.

As pertains to the Board of Directors, there is a requirement of at least 3 individuals, with a minimum of 4 offices to be filled which are:

  • Director
  • Assistant Director
  • Secretary
  • Treasurer

The functions of these volunteers are similar to those of the same capacity in a company.

The Board of Directors are required to provide proof of identity, personal details, etc.

  • EVIDENCE OF FINANCIAL CAPABILITY

200,000 THB – 500,000 THB deposited into a bank account is required depending on sustainability for purposes of the ‘Foundation’, this has to be substantiated by a letter from the bank affirming that the said monies are so existent which will be accordingly lodged with the application.

However, the ‘Foundation’ is barred from opening a bank account prior to registration and the monies has to be deposited into someone’s (someone connected to the ‘Foundation’) account prior to registration, monies that will be transferred to the new account of the ‘Foundation’ post-registration.

Further note with caution that this initial 200,000 THB is required to remain in the bank account indefinitely and may not be used for investment but for the same bank’s interest accumulation or even the foundation’s operations. Subsequently, if and when the foundation dissolves, this 200,000 THB  is transferred to another foundation. What this necessarily means is that this is not a ‘deposit’ per se. Interested parties are recommended to use sponsored monies even at this starting juncture.

  • OTHER REQUISITE FORMALITIES

The ‘Foundation”s Official name is required to be in Thai with no transliterations. Names in a foreign language may be retained for other purposes.

The ‘Foundation’ has to register a location, be it an office or other type of host building. A lease / rental agreement with copies of ownership documents and identification of the owner are required to be submitted.

The ‘Foundation’ is required to have an Official seal – a stamp which may simply be a log or only text and may be in any language.

  • FORMS & REGISTRATION

There are several Forms that are required to head the application.

The appropriate place for the registration of a ‘Foundation’ is at the ‘Foundation”s location’s District Office, with Thailand’s Ministry of Culture.

  • SPECIAL CONSIDERATIONS FOR FOREIGN APPLICANTS

It remains true that Thai applications to register ‘Foundations’ are clear-cut, straightforward and are normally registrations of which are granted quite speedily. On the other hand, applications where the shareholders are foreigners are subject to ‘background checks’ to ascertain the bona fides and capability of the said foreigners. These ‘background checks’ are known to delay foreign applications substantially, with lingering uncertainty and possibly an ultimate outcome which might be negative.

It has been suggested that perhaps it is advisable for the application to go ahead first as Thai, and subsequently amending its constituency which may be an easier endeavor.

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For more information on the foregoing, please contact the author JOEL LOO SEAN EE, the Bangkok-based Senior Regional Counsel at Kelvin Chia Thailand and a member of Kelvin Chia Partnership’s Regional Practice Group at Joel.Loo@KCPartnership.com.

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This article is published to provide general information only and is not offered as specific advice on any particular matter – This information is to be taken subject to proper consultation with a lawyer. 

All written material on BANGKOK LEGAL BLOG  including this post are the Copyright of Joel Loo Sean Ee. Any attempt to plagiarize or reproduce these materials in whole or in part, in verbatim or in paraphrase, or in any other form that it can be conceivable that such attempt is being made is an offense in law and will be an invitation by offenders to face charges and prosecution in a Court of Law.
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