Voting at a Shareholder Meeting for a Company Limited in Thailand

If the articles of association (i.e. constitution) of a company limited contain no provision providing that at any shareholder meeting, a proposed resolution which is submitted to the shareholders for approval, shall be decided on a ‘poll’, which means that the votes shall be counted according to the number of the shares held by each respective shareholder (i.e. one share equals one vote) then each proposed resolution shall be decided in accordance with Section 1190 of the Civil and Commercial Code (CCC), which prescribes that: “At any general meeting, a resolution put to the vote shall be decided on a show of hands, unless a poll is, before or on the declaration of the result of the show of hands, demanded by at least two shareholders.” This basically means that unless at least two shareholders demand a ‘poll’ before or […]

Tax Newsletter AUGUST 2023

 Tax Newsletter Dharmniti Law Office Co., Ltd. Issue No. 145, in August 2023   Tax Law Updates      1. The form for requesting a tax refund under the petroleum income tax law application      The Notification of the Director-General of the Revenue Department regarding Petroleum income tax (Issue No.7) stipulates the tax return form and the place to submit the tax return for petroleum income tax. The specified tax return forms are Form Kor. 10, which is the request for a tax refund, and Form P.NG.P.70, which is the statement of petroleum income tax. These forms are utilized specifically for requesting a refund of the tax.      For more details, please see https://bitly.ws/Vh8v Tax News Updates   –   Highlighted Supreme Court Judgment   Supreme Court Judgment No. 5605/2530   Between                       Mr. V.                                                                            Plaintiff and            […]

Tax Newsletter JULY 2023

 Tax Newsletter Dharmniti Law Office Co., Ltd.   Issue No. 144, in July 2023   Tax Law Updates      1. Income tax exemption for unitholders in property funds and an exemption for value-added tax, specific business tax and stamp duty for property funds      Royal Decree (Issue No. 763) B.E. 2566 stipulates an income tax exemption for unitholders in property funds as well as exemptions relating to value-added tax, specific business tax, and stamp duty for such funds. This exemption applies to the value of tax bases, income, or instruments arising from the conversion of property funds into trust funds, effective from 2 June 2023 (the date that the Royal Decree was enforced) up until 31 December 2024.      For more details, please see https://bitly.ws/UdNv      2. Income tax exemption for the Islamic Bank Asset Management Company Limited      Royal Decree (Issue No. 764) B.E. […]

Holding an AGM for a Company Limited in Thailand & Issues to Consider

One of the key legal compliance requirements for a company limited in Thailand is to hold an annual general meeting of shareholders, otherwise known as an ‘AGM’. This type of shareholder meeting is considered as an ‘ordinary’ meeting of the shareholders rather than an extraordinary meeting of shareholders (EGM) and every shareholder has the right to be present at such meeting. This article shall discuss various key issues which are important when planning and holding an AGM, including the main process steps in holding an AGM, notice requirements and what an AGM should cover at a minimum.   When an AGM must be held? In relation to when an AGM must be held, the Civil & Commercial Code (CCC) provides that “a general meeting of shareholders shall be held within six months after the [company’s] registration, and shall subsequently be […]

Tax Newsletter MAY 2023

Tax Newsletter Dharmniti Law Office Co., Ltd.   Issue No. 142, in May 2023 Tax Law Updates   Corporate income tax exemption for companies and juristic partnerships having net profit arising from the sale of carbon credits in Thailand The Notification of the Director-General of the Revenue Department regarding income tax (Issue No.433) stipulates the criteria, procedures, and conditions regarding a corporate income tax exemption for businesses operating a project relating to the voluntary reduction in the emission of greenhouse gases which are registered with the Thailand Greenhouse Gas Management Organization (Public Organization). The exemption shall apply from the 20th of March 2023 through until the 31st of December 2027 (three consecutive accounting periods). For more details, please see https://bit.ly/42XBnsh   Personal and corporate income tax exemptions for donations made to the Royal Forest Department via the e-Donation channel The […]

Interview with Mrs. Sasita Pornpanich, Alternate Executive Director of Dharmniti Law Office

1. What is your educational and career background? Answer: I graduated with a Bachelor of Laws (LL.B.) from the Assumption University and with a Master of Laws (LL.M.) in the field of business law from the same university.       On having graduated with the Master of Laws, I had interest in legal consultation work, so I was determined to work in the field of legal consultation. And I’ve been working in this field to date, with 9 years of work experience in total.   2. What legal practice areas do you currently work in? Answer: The professional areas I’m handling are legal consultation works relating to mergers and acquisitions (M&A), entire business transfers (EBT), partial business transfers (PBT), takeovers, joint ventures, legal due diligence, conversions into public limited companies and the listing of companies on the Stock Exchange of […]

Tax Newsletter APRIL 2023

Tax Newsletter Dharmniti Law Office Co., Ltd.   Issue No. 141, in April 2023 Tax Law Updates Exemption of assessable income in the case that taxpayers receive subsidies or other benefits derived from the government. Ministerial Regulation No. 388 (2566) regarding tax exemptions prescribes that the following types of assessable income received in 2022 shall be exempt from the calculation of tax: Subsidies or other benefits received for accommodation, meal allowance, entrance fees to tourism attractions, cost of One Tambon One Products (OTOP), spa or massage fees, car or ship rental fees, or airfares pursuant to the Rao Thiew Duay Gun Scheme; Other benefits received for transportation fees and the cost of package tours from business operators conducting business relating to travel services pursuant to the Tour Thiew Thai Scheme; Other benefits received for meal allowance, cost of beverages, cost […]

Interview with Mr. Ryan Crowley, Executive Director & Foreign Services Manager at Dharmniti Law Office

1. What is your educational and career background? Answer: My education qualifications are as follows: 2002: Bachelor of Arts (Australian National University) 2004: Bachelor of Laws (Australian National University) 2007: Admitted as a Solicitor (Australian Capital Territory) 2008: Master of Laws (Legal Practice) (Australian National University) 2010: Graduate Certificate in Migration Law and Practice (Australian National University). I began working for Dharmniti Law Office (DLO) in early 2013 as the Foreign Services Manager. Prior to working at DLO I worked for several years as a public servant for the Department of the House of Representatives in Australia’s Federal Parliament in Canberra.   2. What specific skills and expertise do you have which you think can be of benefit to DLO’s clients? Answer: The skills and expertise I have that I think can be of benefit to DLO’s clients are as […]

Tax Newsletter FEBRUARY 2023

Tax Newsletter Dharmniti Law Office Co., Ltd.   Issue No. 139, in February 2023 Tax Law Updates The criteria, procedures, and conditions regarding the exemption of assessable income used for the purchase of goods or services; The calculation of foreign currency into Thai Baht in 2022; Electronic channel for contacting the Revenue Department B.E. 2566; The standard of the form, the method of sending, the keeping of written evidence, and information security for operations relating to electronic processes; Additional specifications on tax invoices under Section 86/4 (8) of Thai Revenue Code; Additional specifications on debit notes under Section 86/9 (7) of Thai Revenue Code; Additional specifications on credit notes under Section 86/10 (7) of Thai Revenue Code; The criteria, procedures, and conditions regarding the exemption of assessable income for community enterprises; Additional specifications for input tax which shall not be […]

Tax Newsletter JANUARY 2023

Tax Newsletter Dharmniti Law Office Co., Ltd.   Issue No. 138, in January 2023   Tax Law Updates      1. The criteria, procedures, and conditions regarding the exemption of assessable income paid for domestic training and seminars, and tourist areas for the domestic training and seminars in addition to secondary tourism provinces;      2. The criteria, procedures, and conditions regarding the exemption of assessable income paid for space rental or service fees for participating in trade fairs, exhibitions, or trade shows in Thailand;      3. Additional specifications regarding the location for receiving tax refunds and processing tax payments in accordance with the Thai Revenue Code;      4. The criteria, procedures, and conditions regarding the exemption for businesses of social enterprises and persons supporting the business activities of social enterprises;      5. Tax measures in the year 2023 “Shop Dee Mee Kuen”. Tax News Updates      1. […]