Thai Company Change of Directors

If you have started a business in Thailand and registered the company in Thailand then you would have registered the Thai company with directors on its registration application. You can change the directors of the company later by filing an application in this regard.

 

Changing the directors of a company falls under the Thailand Civil and Commercial Code. You can only change directors in accordance with Section 1151. This clearly states that a director can only be removed or appointed at a General Meeting of the registered company.

 

Legal Process

A director who wishes to retire from the company has to put this in writing to the company and his retirement or resignation will be from the date that the letter has been received by the company. Note that in these circumstances the director can also give notice to the Registrar of Companies as to his resignation from the company.

The post of the director will also become vacant in the event that the director has been declared bankrupt or has been incapacitated. The position will then be left vacant in these circumstances. Note that is there is a change of directors in the company for whatsoever reason that the Registrar of Companies needs to be notified of this within 14 days of the change of directorship.

 

If you have started a company in Thailand and need to have a director changed then you first have to hold a general meeting. This can be called at any time. If one of the directors become incapacitated or bankrupt then they have to be replaced at a general meeting. The directors can also change directors by way of a vote and the Registrar of Companies in Thailand needs to be notified of this within 14 days of it occurring.

If you are changing directors in your company or appointing new directors or replacing a director of the company then call us today in Thailand to do the needed filing of the change of directorship of your company. With offices in Phuket and in Bangkok we will be able to assist you with your notification of the registrar and managing the process for you. Call us today.

 

Legal Process – Powers

The Directors in the company have the following powers which can change due to company regulations whoever these are the basic powers of the directors on a company in Thailand:

  • – The directors can call a general meeting at any time; (Section 1162)
  • – The directors can increase the number of directors at a meeting; (Section 1159)
  • – They can vote at a meeting as long as the minimum quorum of directors has been met
  • – They can change the quorum number at a meeting as the minimum is 3 (Section 1160)
  • – The directors can decide with a majority vote if there is equality of votes; (Section 1161)
  • – They can appoint a Chairman and also delegate their vote to a manager (Section 1163)

 

** Note the requirements for calling a General Meeting in Thailand described on this website.

The information contained in our website is for general information purposes only and does not constitute legal advice. For further information, please contact us.