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ResourcesCorporate and Tax AdvisoryThailand Corporate LawThe Perils of Corporate Nominees in Thailand?

The Perils of Corporate Nominees in Thailand?

Transcript of the above video: 

As the title of this video suggests, we are discussing nominees, specifically corporate nominees in Thailand. I thought of making this video after reading a recent article from the Bangkok Post, bangkokpost.com, the article is titled: Legal issues threaten Koh Samui maid's claim to late employer’s estate. Yeah, so for some context, I would urge those to go read that article in full over on bangkokpost.com. I have discussed this issue; I have discussed this situation in prior videos. Long story short, there was this woman that was in Thailand, a foreign lady here in Thailand, who had amassed a fair amount of property via certain corporate structures primarily, and she passed away. It is now sort of under Probate Court, what we would call in the Common Law vernacular the Probate Court scrutiny, so they are scrutinizing the Will, ascertaining what her intent was and it's looking like they may see those corporations involved with this whole thing dissolved. It's really not a great situation because nominees are illegal in Thailand. Let me dig into it. 

Quoting directly: "Nutwalai Pupongta, the trusted house maid of a French businesswoman who committed suicide in Koh Samui on April 29, might not be able to inherit 100 million Baht in assets from her former employer as police have found the deceased illegally ran businesses and owned luxury villas via nominees." Yeah, nominees are illegal in Thailand; owning land is not legal for foreigners in Thailand and utilizing a corporation with nominees to own land is compounded illegality in Thailand. It's a real problem, that's why it's being subjected to the investigation it's being subjected to, and there's a possibility that these corporations could be dissolved, and the land could be seized by the Thai Government and sold at auction on the open market. Again, that's not necessarily a foregone conclusion but based on the facts in the situation, and again I urge those who are watching this video, go read that article in detail, based on the facts, it looks like there's a strong possibility that that may be what happens. 

The point I am trying to make in this video is nominees are a problem; they are explicitly illegal here in Thailand. Anybody who tells you otherwise is quite frankly lying to you. Now that said, defining a nominee is a different thing. Now if you are just throwing somebody's name onto a company, who is just inertly sitting there and is literally a front, that is pretty much the criminal definition of nominee. That said, there may be shareholders in a company who are not actively involved with the primary business of the company, but they may be acting as like they do the administrative work, the paperwork, the corporate documentation, corporate and tax compliance work. That's a different thing. That might not necessarily be a nominee. But a nominee where again just a pure straw man being placed on a company, that can be very problematic and can be especially problematic in the context of illegal usage of such a structure to own land by a foreigner here in the Kingdom of Thailand.