{"id":14207,"date":"2026-04-21T02:55:16","date_gmt":"2026-04-21T02:55:16","guid":{"rendered":"https:\/\/vbapartners.com\/?p=14207"},"modified":"2026-04-21T02:55:19","modified_gmt":"2026-04-21T02:55:19","slug":"thailand-share-transfers-legal-tax-valuation-guide","status":"publish","type":"post","link":"https:\/\/vbapartners.com\/fr\/thailand-share-transfers-legal-tax-valuation-guide\/","title":{"rendered":"Thailand Share Transfers: Legal, Tax &#038; Valuation Guide"},"content":{"rendered":"<p><strong>R\u00e9sum\u00e9 : <\/strong>Share transfers in Thailand involve more than updating the shareholder register. A valid transfer requires proper legal documentation, a supportable share valuation, and careful handling of stamp duty and capital gains tax. Poor structuring can lead to tax reassessments and penalties.<br><\/p>\n\n\n\n<h2 class=\"wp-block-heading\"><strong>Introduction<\/strong><\/h2>\n\n\n\n<p>Share transfers in a Thai company are often treated as a simple administrative update. In practice, however, the process is significantly more complex, particularly when it comes to how shares are valued and reported for tax purposes. Many local advisors focus only on updating the shareholder list, without fully addressing the legal validity of the transfer or the financial implications behind it.<\/p>\n\n\n\n<p>For a share transfer to be properly executed in Thailand, two elements must be handled correctly. The first is the legal process. The second is the valuation of the shares being transferred. Both are equally important, and failure in either area can expose the parties to regulatory scrutiny, tax reassessments, and financial penalties.<\/p>\n\n\n\n<p>Once the transfer conditions are met, the company must formally record the change. This involves updating the shareholder register, issuing new share certificates, and cancelling the previous ones.&nbsp;<\/p>\n\n\n\n<p>Beyond the legal process, the accounting and tax treatment of the transfer must be carefully considered. Share transfers in Thailand are subject to stamp duty. In addition, the selling shareholder may be liable for tax on any capital gain realised from the sale, calculated as the difference between the acquisition cost and the transfer price.<\/p>\n\n\n\n<div style=\"height:50px\" aria-hidden=\"true\" class=\"wp-block-spacer\"><\/div>\n\n\n\n<div class=\"wp-block-group Keypoints has-white-color has-text-color has-background is-layout-constrained wp-container-core-group-is-layout-dad48136 wp-block-group-is-layout-constrained\" style=\"background-color:#163142;padding-top:25px;padding-right:25px;padding-bottom:25px;padding-left:25px\">\n<h3 class=\"wp-block-heading\">Points cl\u00e9s<\/h3>\n\n\n\n<ul class=\"wp-block-list\">\n<li>A valid share transfer in Thailand requires two elements to be handled correctly: the legal process (executing transfer documents, updating the shareholder register book, issuing new share certificates, update of the new shareholder list with the Ministry of Commerce) and a proper, supportable share valuation.<\/li>\n\n\n\n<li>The share price must reflect the company&#8217;s true value, not an artificially low figure. If the Revenue Department considers the valuation unreasonable, it can reassess the transaction and impose additional tax, penalties, and interest.<\/li>\n\n\n\n<li>Stamp duty applies to all share transfers, calculated at 1 Baht per 1,000 Baht of the paid-up share value (whichever is higher, the transfer value or the paid-up value), and\u00a0 can be paid by affixing revenue stamps or electronically via the Revenue Department&#8217;s e-Stamp system.<\/li>\n\n\n\n<li>The selling shareholder may owe capital gains tax on the profit from the sale. Thai residents pay progressive personal income tax (up to 35%), while non-residents may face different treatment depending on how and where the transaction is structured.<\/li>\n\n\n\n<li>Complex transfers should use a Share Purchase Agreement (SPA), which clearly sets out warranties, restrictive covenants, and post-completion obligations, reducing risk for both parties and providing legal protection if disputes arise.<\/li>\n<\/ul>\n<\/div>\n\n\n\n<div style=\"height:50px\" aria-hidden=\"true\" class=\"wp-block-spacer\"><\/div>\n\n\n\n<h2 class=\"wp-block-heading\"><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong>Requirements for a Share Transfer in Thailand<\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/h2>\n\n\n\n<p>Many foreign investors assume that share transfers in Thailand are a straightforward administrative update to the shareholder register. However, a valid transfer requires ths careful consideration of two key elements: the legal process and the valuation of the shares being transferred. The share price must also reflect a reasonable and supportable valuation.\u00a0<\/p>\n\n\n\n<p>If the transfer is carried out at an artificial or understated value, the Revenue Department may challenge the transaction, leading to tax reassessments, penalties, and interest. This is an area where many transactions fail due to a lack of proper review. Our experts are available to review and advise on your share transfer to help you structure it correctly and minimise exposure.\u00a0<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">The Process for a Valid Share Transfer<\/h3>\n\n\n\n<p>A valid share transfer in Thailand follows a structured legal process. Each step must be completed correctly to establish ownership and avoid disputes or challenges later on.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Execution of the Share Transfer Instrument<\/h4>\n\n\n\n<p>A share transfer must begin with the proper execution of a share transfer instrument. Under Section 1129 of the Civil and Commercial Code, this instrument must be made in writing, state the names of the transferor and transferee, specify the share numbers and the number of shares being transferred, and include the transfer price or consideration. <\/p>\n\n\n\n<p>The share transfer instrument must be signed by both parties, with their signatures certified by at least one witness. If these requirements are not satisfied, the transfer is void. The consideration is particularly important because it serves as the basis for stamp duty calculation and for the Revenue Department to assess whether the transfer reflects fair market value.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Review of Articles of Association and Shareholder Agreements<\/h4>\n\n\n\n<p>Before completing the share transfer, the company\u2019s Articles of Association and any existing shareholder agreements must be reviewed in detail. These documents may contain provisions that restrict or regulate how shares can be transferred, for example, share transfer restrictions, pre-emptive rights, tag-along or drag-along rights, approval requirements, or obligations to notify other shareholders.&nbsp;<\/p>\n\n\n\n<p>In some cases, these requirements may be waived, but this must be done formally and in accordance with the agreed terms. Ignoring or not following these provisions can invalidate the transfer or lead to disputes between shareholders.<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">Company-Level Requirements<\/h3>\n\n\n\n<p>Once the share transfer has been completed, the following steps must be required to legally complete the share transfer.&nbsp;<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Updating the Shareholder Register<\/h4>\n\n\n\n<p>The legal ownership of shares is recorded in the company&#8217;s shareholder register (often called the Shareholder Book). For a transfer to be enforceable against the company and third parties, the director must update this register to reflect the name and address of the transferee. Until this entry is made, the transfer, while valid between the parties, cannot be asserted against the company or any third person.&nbsp;<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Issuance and Cancellation of Share Certificates<\/h4>\n\n\n\n<p>Following the update of the register, the company must issue new share certificates to the incoming shareholder and cancel the existing certificates held by the seller.&nbsp;<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Filing with the Ministry of Commerce<\/h4>\n\n\n\n<p>The update with the Ministry of Commerce is often misunderstood. While it is a required filing, it is only declaratory in nature. It does not, in itself, transfer legal ownership of the shares. The updating of the shareholder register, not from the government filing.<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">Use of Share Purchase Agreements (SPA) in Complex Transactions<\/h3>\n\n\n\n<p>In more complicated transactions, particularly where there are multiple parties or higher transaction values, a Share Purchase Agreement is recommended. This allows the parties to clearly set out the terms of the transfer and manage risk more effectively.<\/p>\n\n\n\n<p>A properly drafted SPA will set out the conditions that must be satisfied before completion, along with representations and warranties from both the buyer and the seller. It may also include protections tailored specifically for the transaction. This is particularly important where there are commercial risks, ongoing liabilities, or specific arrangements that need to be clearly defined and agreed in advance.<\/p>\n\n\n\n<p>SPAs will typically address the following issues:<\/p>\n\n\n\n<h4 class=\"wp-block-heading\"><strong>Warranties<\/strong><\/h4>\n\n\n\n<p>An example of a typical warranty that may be included in an SPA is ensuring that both parties are entitled to enter into the sale and have the authority to do so. <\/p>\n\n\n\n<p>Other common warranties include confirmation that the company&#8217;s financial statements are accurate and complete, that there are no undisclosed liabilities, that the company is in compliance with all applicable laws including tax obligations, and that there is no pending or threatened litigation against the company.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\"><strong>Indemnification and liability coverage<\/strong> <\/h4>\n\n\n\n<p>In transactions where all shares are transferred to a new buyer, the buyer effectively assumes all existing liabilities of the company, including those that may not have been disclosed. The SPA should then include indemnification clauses requiring the seller to compensate the buyer for any losses arising from undisclosed liabilities, hidden debts, or tax assessments resulting from a future audit. These clauses often include a liability cap, a de minimis threshold, a basket mechanism, and a time limitation for bringing claims.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\"><strong>Restrictive covenants<\/strong> <\/h4>\n\n\n\n<p>Restrictive covenants are included to prevent the seller from undertaking certain commercial activities which they would otherwise be free to undertake, and include: restrictions on participating in a competing company; restrictions on soliciting or dealing with customers or clients of the business; or restrictions on hiring staff from the company in question.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\"><strong>Conditions precedent<\/strong><\/h4>\n\n\n\n<p>The SPA may specify conditions that must be fulfilled before the transaction can be completed, such as obtaining board or shareholder approvals, securing regulatory clearances, or confirming that no material adverse change has occurred in the company&#8217;s financial position between signing and closing.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\"><strong>Details of any post-completion requirements<\/strong><\/h4>\n\n\n\n<p>For example, the payment of stamp duty, the update of the shareholder register, the issuance of new share certificates, the registration of any change of directors, and the completion of the relevant compliance procedures including notification to the Department of Business Development where required.<\/p>\n\n\n\n<figure class=\"wp-block-image size-full cta-Article\"><a href=\"https:\/\/vbapartners.com\/wp-content\/uploads\/2026\/03\/French-BOI-Tax-Incentives-1.webp\" target=\"_blank\" rel=\" noreferrer noopener\"><img fetchpriority=\"high\" decoding=\"async\" width=\"1599\" height=\"579\" src=\"https:\/\/vbapartners.com\/wp-content\/uploads\/2025\/06\/Web-Banner_VB-1.webp\" alt=\"https:\/\/vbapartners.com\/wp-content\/uploads\/2025\/11\/Copy-of-Payroll-Infographic.webp\" class=\"wp-image-12652\" srcset=\"https:\/\/vbapartners.com\/wp-content\/uploads\/2025\/06\/Web-Banner_VB-1.webp 1000w, https:\/\/vbapartners.com\/wp-content\/uploads\/2025\/06\/Web-Banner_VB-1-300x109.webp 300w, https:\/\/vbapartners.com\/wp-content\/uploads\/2025\/06\/Web-Banner_VB-1-768x278.webp 768w, https:\/\/vbapartners.com\/wp-content\/uploads\/2025\/06\/Web-Banner_VB-1-18x7.webp 18w\" sizes=\"(max-width: 1599px) 100vw, 1599px\" \/><\/a><\/figure>\n\n\n\n<h2 class=\"wp-block-heading\"><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong>Calculation the Value of the Shares<\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/h2>\n\n\n\n<p>The valuation of shares is a key part of any share transfer as the valuation determines how the transaction is assessed from a tax and accounting perspective.<\/p>\n\n\n\n<p>In practice, this is an area that requires input from an experienced accountant or audit firm. The value assigned to the shares must be reasonable and supportable. If the valuation does not reflect the actual position of the company, there is a risk that the Revenue Department may challenge the transaction and requalify the value for tax purposes.<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">Nominal Value vs Actual Value<\/h3>\n\n\n\n<p>At the early stage of a company, shares are generally issued at their nominal value. This is common during incorporation or initial capitalisation and may reflect the limited operating history of the business at that time.<\/p>\n\n\n\n<p>However, once the company becomes operational, the nominal value is no longer an accurate reflection of the company\u2019s worth. As the business develops, the value of its shares should reflect its financial and commercial position.<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">Key Factors Affecting Share Valuation<\/h3>\n\n\n\n<p>A proper valuation takes into account several financial and commercial considerations. These may include:<\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>The company\u2019s revenue and profitability<\/li>\n\n\n\n<li>The value of its assets and liabilities<\/li>\n\n\n\n<li>Earnings metrics such as Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA)<\/li>\n\n\n\n<li>The overall financial performance and growth trajectory<\/li>\n<\/ul>\n\n\n\n<p>In addition, the nature of the shares being transferred must be considered. A controlling stake will typically carry a different value compared to a minority interest, due to the level of influence and decision-making power attached to the shares.<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">Valuation Methods and Compliance Risk<\/h3>\n\n\n\n<p>There are several accepted methods for valuing shares, and the appropriate approach will depend on the nature of the business and the transaction. Common valuation methods include the net asset value (NAV) approach, which values shares based on the company&#8217;s total assets minus its liabilities; the discounted cash flow (DCF) method, which estimates the present value of the company&#8217;s expected future earnings; and the comparable transactions method, which benchmarks the share price against recent sales of similar businesses in the same industry.&nbsp;<\/p>\n\n\n\n<p>In some cases, a combination of methods may be used to arrive at a supportable valuation. Regardless of the method used, the valuation must be justifiable and aligned with the company&#8217;s actual financial position.<\/p>\n\n\n\n<p>Using an arbitrary or understated value to reduce tax exposure creates significant compliance issues. If the valuation is challenged, the Revenue Department may reassess the transaction based on what they consider to be fair market value. This can result in additional tax liabilities, penalties, and surcharges.<\/p>\n\n\n\n<p>Having the valuation performed or reviewed by an independent professional firm, such as a VB &amp; Partners, provides an additional layer of protection in the event of a subsequent investigation or tax audit.&nbsp;<\/p>\n\n\n\n<p>A well-documented independent valuation report demonstrates that the transfer price was determined on a reasonable and arm&#8217;s length basis, which significantly limits the risk of reassessment and strengthens the taxpayer&#8217;s position in any dispute with the authorities.<\/p>\n\n\n\n<p>Our team of expert accountants, auditors, and tax advisors at VB &amp; Partners can help you determine the most appropriate valuation approach for your transaction, carry out the valuation, prepare a comprehensive and defensible valuation report, and advise on the optimal tax strategy aligned with Thai regulatory requirements.<\/p>\n\n\n\n<div style=\"height:50px\" aria-hidden=\"true\" class=\"wp-block-spacer\"><\/div>\n\n\n\n<h2 class=\"wp-block-heading\"><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong>Accounting, Stamp Duty, and Tax Optimization Requirements<\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/h2>\n\n\n\n<p>The tax and accounting treatment of a share transfer in Thailand is often misunderstood or ignored. In practice, the structure of the transaction and the location of the shareholders can affect the overall tax position. Both stamp duty and capital gains tax must be carefully reviewed before completing the transfer.<\/p>\n\n\n\n<p>Failure to properly assess these elements can result in unexpected tax liabilities, delays in completion, or subsequent challenges from the Revenue Department.<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">Stamp Duty on Share Transfers<\/h3>\n\n\n\n<p>Share transfers in Thailand are subject to stamp duty. The duty is calculated based on the higher of the transfer value or the paid-up value of the shares. This means the declared transaction value must be properly supported.<\/p>\n\n\n\n<p>Stamp duty is calculated at a rate of 1 Baht for every 1,000 Baht, or part thereof, of the paid-up value of the shares.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Payment and Filing Options<\/h4>\n\n\n\n<p>Stamp duty can be paid in two ways. It may be physically paid through the Revenue Department by purchasing and affixing duty stamps to the transfer instrument. Alternatively, it can be declared and paid electronically through the Revenue Department\u2019s online system.&nbsp;<\/p>\n\n\n\n<h3 class=\"wp-block-heading\">Capital Gains Tax on the Selling Shareholder<\/h3>\n\n\n\n<p>The selling shareholder may be subject to tax on any capital gain arising from the transfer. This is calculated as the difference between the sale price and the original acquisition cost of the shares.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Tax Treatment for Thai Residents<\/h4>\n\n\n\n<p>Where the selling shareholder is a Thai tax resident, the gain is typically subject to personal income tax at progressive rates, which can go up to 35 percent. This liability must be properly reported and accounted for.<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Tax Treatment for Non-Residents<\/h4>\n\n\n\n<p>For non-resident shareholders, the tax position may differ depending on how the transaction is structured. In some cases, a transfer executed outside Thailand may fall outside the scope of Thai taxation.&nbsp;<\/p>\n\n\n\n<h4 class=\"wp-block-heading\">Use of Holding Structures and Tax Planning<\/h4>\n\n\n\n<p>In some group structures, shareholding is held through an offshore holding company. This can allow share transfers to take place at the holding level rather than directly in Thailand, which may affect how capital gains are taxed.<\/p>\n\n\n\n<p>Where these structures are implemented as part of a broader, well-planned strategy, they can form part of legitimate tax planning. However, if arrangements are introduced shortly before a transaction with the primary purpose of avoiding tax, they may be challenged by the authorities. This can lead to reassessment, penalties, and increased scrutiny of the transaction.<\/p>\n\n\n\n<div style=\"height:50px\" aria-hidden=\"true\" class=\"wp-block-spacer\"><\/div>\n\n\n\n<h2 class=\"wp-block-heading\"><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong><strong>How VB &amp; Partners Can Help<\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/strong><\/h2>\n\n\n\n<p>The valuation of shares in a Thai company requires careful consideration, particularly where the transaction may be subject to investigation by the Revenue Department. An unsupported or inconsistent share price can lead to reassessment, additional tax liabilities, and penalties. The risk of a subsequent audit increases significantly for companies that have been operating for a longer period or that generate higher revenues, as these businesses naturally attract greater scrutiny from the authorities.<\/p>\n\n\n\n<p>In recent years, the Thai Revenue Department has considerably stepped up its enforcement efforts on tax evasion. The department now relies on advanced digital tools to cross-reference and analyse vast amounts of data that has been digitalised over the years, making it far easier to detect discrepancies in declared values, reported income, and transaction patterns. The era in which shares could be transferred informally in Thailand, with little regard for tax consequences or proper valuation, is effectively over. Transactions that may have gone unnoticed in the past are now far more likely to be flagged and investigated.<\/p>\n\n\n\n<p>At VB &amp; Partners, we support both individual shareholders and corporate groups in assessing and structuring share transfers. Our team reviews the proposed valuation, identifies potential areas of exposure, and advises on an appropriate and supportable approach based on the company&#8217;s financial and commercial position.<\/p>\n\n\n\n<p>This includes aligning the share price with accepted valuation principles, maintaining a clear audit trail, and supporting a defensible position in the event of regulatory review.<\/p>\n\n\n\n<p>If you would like to review your share valuation or discuss a proposed transfer, our team is available to assist.<\/p>\n\n\n\n<div style=\"height:50px\" aria-hidden=\"true\" class=\"wp-block-spacer\"><\/div>\n\n\n\n<script type=\"application\/ld+json\">{\n    \"@context\": \"https:\\\/\\\/schema.org\",\n    \"@type\": \"FAQPage\",\n    \"mainEntity\": [\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What is transfer pricing in Thailand?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"Transfer pricing refers to how goods, services, and intangible assets are priced when exchanged between related companies within the same group. In Thailand, these transactions must be priced on an arm's length basis, meaning they should reflect the price that independent parties would agree under similar conditions. The Thai Revenue Department actively enforces these rules to prevent profit-shifting between jurisdictions.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"Which companies must comply with Thailand's transfer pricing rules?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"All companies with related-party transactions must follow the arm's length principle regardless of size. However, companies with annual revenue exceeding THB 200 million (approximately USD 6 million) are subject to additional mandatory reporting obligations, including filing a Transfer Pricing Disclosure Form with their annual corporate income tax return within 150 days of their accounting period end.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What is the arm's length principle in Thai transfer pricing?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"The arm's length principle requires that transactions between related companies be priced as if they were conducted between independent parties under comparable circumstances. For example, if a Thai company provides management services to its overseas parent, the fee charged must reflect what an unrelated third-party service provider would charge for similar services. If pricing does not reflect market value, the Thai Revenue Department may adjust the transaction and reassess the company's tax position.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What transfer pricing methods are approved in Thailand?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"Thailand recognises five approved transfer pricing methods in line with OECD guidelines: (1) Comparable Uncontrolled Price (CUP) method \\u2014 comparing prices in controlled vs. uncontrolled transactions; (2) Resale Price Method (RPM) \\u2014 used for distribution activities; (3) Cost Plus Method (CPM) \\u2014 applied to manufacturing and service providers; (4) Transactional Net Margin Method (TNMM) \\u2014 examines net profit margins relative to an appropriate base; (5) Profit Split Method (PSM) \\u2014 used for highly integrated transactions where both parties make unique contributions. Companies must be prepared to justify their choice of method.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What documentation is required for transfer pricing in Thailand?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"Companies must prepare transfer pricing documentation including: a functional analysis describing the roles, assets, and risks of each entity involved; an economic analysis justifying the selected transfer pricing method; and financial information and comparability analysis supporting the arm's length nature of the transaction. This documentation must be retained for at least five years and provided to the Thai Revenue Department within 60 days if requested. Companies with revenue over THB 200 million must also file a Transfer Pricing Disclosure Form within 150 days of their accounting period end.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What are the penalties for non-compliance with Thailand's transfer pricing rules?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"Non-compliance with Thailand's transfer pricing rules can result in significant penalties. Failure to submit or submitting incorrect information on the Transfer Pricing Disclosure Form may result in fines of up to THB 200,000. Similarly, failing to provide transfer pricing documentation when requested can attract a penalty of up to THB 200,000. Where the Revenue Department makes a transfer pricing adjustment, companies may face additional tax, penalties of up to 100% of the additional tax owed, and interest charged at 1.5% per month. The statute of limitations is five years, extended to seven years in cases of fraud.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What transactions are covered by Thailand's transfer pricing rules?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"Thailand's transfer pricing rules apply to a wide range of intercompany transactions including: sales and purchases of goods, provision of services, licensing of intellectual property, financial transactions such as loans and guarantees, and cost-sharing arrangements. The rules apply when parties are related through direct or indirect shareholding links, common control, management influence, or other relationships defined under ministerial regulations.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What triggers a transfer pricing audit in Thailand?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"The Thai Revenue Department is more likely to initiate a transfer pricing audit when a company shows consistent losses or low profitability compared to industry benchmarks, significant fluctuations in profit levels year-on-year, or large volumes of related-party transactions. Transactions involving low-tax jurisdictions, business restructurings, and changes in operating models also attract closer scrutiny. BOI-promoted companies structured as cost centres with profits held overseas are also subject to increased attention.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"Does Thailand require country-by-country reporting?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"Yes. Thailand has introduced country-by-country reporting requirements for large multinational groups with annual global revenue of at least THB 28 billion, in line with OECD BEPS recommendations. Thai entities within qualifying groups must notify the Thai Revenue Department annually within 150 days of their financial year-end. The full country-by-country report must be submitted within 12 months after the group's financial year-end. If the Revenue Department specifically requests the report, it must be provided within 60 days.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"Are BOI-promoted companies in Thailand exempt from transfer pricing rules?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"No. BOI-promoted companies are not exempt from transfer pricing scrutiny, even if they currently benefit from corporate income tax exemptions. The Thai Revenue Department is aware that some BOI companies may structure operations so that costs sit in Thailand while profits are recognised elsewhere. Once the BOI tax exemption period expires, any intercompany pricing structure that was not properly documented becomes immediately exposed. BOI-promoted companies should ensure their intercompany invoicing is clearly structured and documented from the outset.\"\n            }\n        },\n        {\n            \"@type\": \"Question\",\n            \"name\": \"What dispute resolution options are available for transfer pricing in Thailand?\",\n            \"acceptedAnswer\": {\n                \"@type\": \"Answer\",\n                \"text\": \"Companies that disagree with a transfer pricing audit outcome have several options: (1) Administrative appeal \\u2014 file with the Tax Appeal Committee within 30 days of receiving the assessment notice; (2) Litigation \\u2014 take the case to the Tax Court if the administrative appeal is unsuccessful; (3) Mutual Agreement Procedure (MAP) \\u2014 available for cross-border disputes involving treaty partners; (4) Advance Pricing Agreements (APAs) \\u2014 proactively agree on transfer pricing methodologies with tax authorities in advance to prevent future disputes.\"\n            }\n        }\n    ]\n}<\/script>\n\n\n\n<h3 class=\"wp-block-heading\">Clause de non-responsabilit\u00e9<\/h3>\n\n\n\n<p><em><em>Veuillez noter que cet article est fourni \u00e0 titre d'information uniquement et ne constitue pas un conseil juridique ou fiscal. <\/em><\/em><\/p>\n\n\n\n<p><\/p>","protected":false},"excerpt":{"rendered":"<p>Learn how share transfers in Thailand work, including legal steps, valuation, stamp duty, and tax risks for shareholders and foreign investors.<\/p>","protected":false},"author":2,"featured_media":14209,"comment_status":"closed","ping_status":"closed","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[38],"tags":[179,157,158],"class_list":["post-14207","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-accounting","tag-accounting","tag-income-tax","tag-tax"],"_links":{"self":[{"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/posts\/14207","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/users\/2"}],"replies":[{"embeddable":true,"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/comments?post=14207"}],"version-history":[{"count":2,"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/posts\/14207\/revisions"}],"predecessor-version":[{"id":14211,"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/posts\/14207\/revisions\/14211"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/media\/14209"}],"wp:attachment":[{"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/media?parent=14207"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/categories?post=14207"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/vbapartners.com\/fr\/wp-json\/wp\/v2\/tags?post=14207"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}