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Corporate Restructuring in Thailand

Transcript of the above video:

As the title of this video suggests, we are discussing corporate restructuring in Thailand. 

My thoughts really go out to a lot of folks doing business especially SMEs here in Thailand that have been doing business the last 8-9 months in the sort of shadow of the response to COVID here in Thailand because a number of businesses specially food and beverage, tourist related businesses, entertainment related businesses and even larger businesses that operate B2B, Business to Business, but they provide services; they are vendors for example you know we have seen alcohol distribution for example has been tremendously truncated as an indirect result of the restrictions placed on food beverage companies for example restaurant businesses, bars etc. you know. That is just one example but we have also seen clients that are in the linen, laundry, things that are down-lined from a lot of the major tourism concerns, transportation businesses; we have seen a lot of them have real problems here in recent months.  

Long story short, the reason I am making this video is fortunately for many, we have seen more restructuring lately than we have seen flat out dissolution and this  certainly is best for all parties concerned. Generally speaking, the distressed company which might be being bought out or merging with another company is better than just ending the company's existence for a lot of different reasons including maintaining various jobs etc. So long story short, restructuring is one option for a distressed company here in Thailand. Merging companies can have its own sort of myriad legal issues associated with getting the company merged; dealing with all the formalities associated with perhaps removing the prior management team of a given company, or merging that company in such a way that there is a chain of command within the within the greater corporate group. Again, this is going to be really driven by the facts of a given case.

To be clear, I am an American Attorney, I am a naturalized Thai citizen. I am the Managing Director of the firm. A lot of our attorneys here in office handle this stuff. They also handle matters pertaining to the accounting side of dealing with the corporate restructuring. Oftentimes various assets moving across corporate books, that can have a tremendous amount of you know tax implications, taxable events can occur etc. So it is probably not a bad idea if you are looking at doing a corporate restructure in Thailand, especially SMEs tend to think "yeah it is probably not that big a deal. I have a company, so and so has a company. We will just figure out a way to put them together." You need to look at that because failure to correctly formalize relevant documentation associated with how the company is set up, especially in a merger context, it could result in situation where down the line you find out you have got ongoing liability or some ongoing cost associated with maintaining some sort of formality or compliance associated with a company you thought had merged long ago and you didn't have anything to do with it. So again, it is probably not a bad idea to contact a legal professional to gain some insight and guidance into how best to proceed.