Thai Company Amendments | Directors, Capital & Address

A Thai company records changes to directors, address, objectives, capital and name with the Department of Business Development. A change of directors must be registered within 14 days of the resolution under Civil and Commercial Code s.1157, and amendments to the memorandum require a special resolution under s.1194.

Governing authority / legal basis: Civil and Commercial Code s.1157 (registration of a change of directors within 14 days) and s.1194 (special resolution requires not less than three-fourths of the votes); filings administered by the Department of Business Development
Turnaround: Simple director or address changes are usually registered within a few working days of a complete file. Where a special resolution and a meeting notice period apply, the notice period sets the earliest possible filing date.
Fees: Quoted per matter once we see the shareholding, the activity and the documents already on file. Government and registrar fees are charged at the authority's own rate and are separate. Confirm scope and fees with our staff by phone, Line or Email before any filing is prepared.

What we handle

Directors and authorised signatories

Resolution, consent of the incoming director, and registration within the statutory 14-day window, with the signing authority wording checked against how the bank will read it.

Registered address and branches

Change of the registered office or the addition of a branch address, with the landlord consent and address evidence the registrar asks for.

Objectives and company name

Amendment of the objects clause or the name, which touches the memorandum and therefore needs a special resolution and a name reservation.

Share capital and shareholding

Capital increase or decrease and share transfers, including the shareholder list update, with the timing set out before the meeting is called.

Documents required

Document	Issued / prepared by	Watch out for
Current company affidavit and objectives	Client	The starting record. Amendments are drafted against what is actually registered, not against the last draft circulated internally.
Resolution or minutes	Board / shareholders	Board resolution for directors; special resolution for memorandum changes under s.1194.
Meeting notice evidence	Company	Where a shareholders' meeting is required, the notice and its timing form part of the file.
ID or passport of incoming directors	Client	With the Thai transliteration matching the existing record.
Address evidence	Landlord / owner	House registration and consent letter for a change of registered office.
Signed forms	Authorised director	Where the signatory is abroad, signature certification and legalisation add time — flag it early.

Document lists, official fees and acceptance conditions vary between offices, branches and provinces, and change by notification. Confirm with the receiving authority before you act on this page.

How the process runs

1
Record review
We pull the current registered particulars and identify every filing the intended change actually triggers, which is often more than one.
2
Resolution drafting
Notices, minutes and resolutions are drafted with the correct majority and the correct meeting type, in Thai and English where directors sign abroad.
3
Filing
The amendment is filed with the Department of Business Development within the applicable window.
4
Updated records
You receive the updated affidavit, and certified translations where a bank, insurer or overseas authority needs them.

Why files get rejected

A change of directors registered late still stands as a resolution, but the late registration is a separate exposure. Diary the 14 days from the resolution date, not from when the paperwork is ready.
A change of registered address across provinces and a change of company name have consequences beyond the DBD record — tax registration, bank mandates and licences follow separately.
Where a director signs abroad, the signature usually needs notarisation and legalisation before the Thai registrar accepts it; until 28 February 2027 that is the consular route, not an apostille.
A capital decrease has creditor-notification consequences and is not a mirror image of an increase. Plan it with the accounts in front of you.
We do not backdate resolutions or minutes under any circumstances.

Frequently asked questions

คำถามที่พบบ่อย (FAQ)

How long do we have to register a change of directors in Thailand?+

Civil and Commercial Code s.1157 requires registration within 14 days of the resolution. The window runs from the resolution date, so obtaining signatures from directors abroad has to be planned before the meeting, not after it.

What majority is needed to change the company objectives?+

Amending the memorandum requires a special resolution, which under s.1194 needs not less than three-fourths of the votes of shareholders present and entitled to vote at a properly convened meeting.

Can a foreign director sign from overseas?+

Yes. The signature normally has to be certified by a notary in that country and then legalised before it is filed in Thailand. Building in courier time is the practical difficulty, not the certification itself.

Does changing shareholders need a DBD filing?+

A share transfer is recorded in the company's own share register and reflected in the shareholder list filed with the registrar. Where the transfer changes foreign majority, the licensing position has to be reviewed at the same time.

Do we need to update anything after the DBD registration?+

Usually yes — the Revenue Department record, bank signatories, social security records and any sector licence follow the corporate change and are separate filings.

Authoritative Sources

References & Citations

Official government, legal, and international sources cited throughout this page.

1
Department of Business Development· แหล่งทางการ
Department of Business Development, Ministry of Commerce ↗
www.dbd.go.th
2
The Revenue Department· แหล่งทางการ
The Revenue Department ↗
www.rd.go.th
3
sso.go.th· แหล่งทางการ
Social Security Office ↗
www.sso.go.th

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General information, not legal advice on your specific matter. We are not a bank, not an insurance broker and not an agent of any state authority, and we do not guarantee any authority's decision.

Talk to us before you file — reply within 24 hours

Tell us your nationality, visa category and the deadline. Our staff confirms the scope and the fee by phone, Line or Email before any work begins.

Chat on Line Call 094-8958999 Email contact@thainotary.co.th

Explore More

Deep Context and Service Standards

Sourced from the Lawyer Act B.E. 2528 (1985), the Lawyers Council Regulation on Notarial Services Attorneys B.E. 2546 (2003), the Personal Data Protection Act B.E. 2562 (2019), the Hague Apostille Convention of 1961, and official publications of the Department of Consular Affairs (MFA).

Firm Overview and Practice Framework

Thai Notary Service is a full-service Thai law office providing document notarization, certified translation, legalization chain management, and international document consultancy. Our team includes Notarial Services Attorneys licensed by the Lawyers Council of Thailand under the Royal Patronage, and we operate offices in Bangkok, Greater Bangkok, and a partner network in every province across Thailand. We serve individuals, expatriates, cross-border couples, students, corporates, multinationals, and government agencies requiring documents with legal effect both inside Thailand and abroad.

All notarial acts follow the Lawyer Act B.E. 2528 (1985) Section 27 read with the Lawyers Council Regulation on Notarial Services Attorneys B.E. 2546 (2003), the sole legal basis authorizing Thai attorneys to certify documents comparable to a foreign Notary Public. Every attorney on our team has completed the accredited training and examination administered by the Lawyers Council and holds a verifiable registration number searchable on the Lawyers Council public registry.

By choosing a firm that houses Notarial Services Attorneys in-house, clients consolidate a multi-stage legalization chain under one accountable roof: attorney notarization, followed by Ministry of Foreign Affairs (MFA) legalization at the Department of Consular Affairs, followed by embassy or consular legalization for the destination country. Since 21 November 2024 the Kingdom of Thailand has become a party to the Hague Apostille Convention (Convention of 5 October 1961 Abolishing the Requirement of Legalisation for Foreign Public Documents). Documents apostilled in Thailand are now accepted in more than 125 member states without embassy re-legalization, materially reducing turnaround time and cost.

General Information and Firm Framework — Deep Context

The firm operates under an ISO 9001:2015 quality-management framework and enforces data protection consistent with the Personal Data Protection Act B.E. 2562 (2019). All client documents are stored with AES-256 encryption at rest and in transit and are retained for ten years in accordance with lawyer-record obligations under the Lawyer Act.

Our team combines Notarial Services Attorneys, NAATI-certified translators, and legal specialists in intellectual property, taxation, cross-border family law, corporate law, and immigration law, together with a support team dedicated to documentation, translation, and government-agency liaison.

Fees are transparent and disclosed both on the website and in the pre-engagement quote, separating professional fees, government fees, travel disbursements (if any), and other line items. The firm issues VAT invoices and official receipts and accepts payment by bank transfer, credit card, PromptPay, and cash.

Trust Standards — PDPA, SLA, Quality Assurance

On data protection, the firm strictly follows the Personal Data Protection Act B.E. 2562 (2019), Sections 24, 26, and 27 — collecting, using, and disclosing personal data only to the extent necessary for the engagement, disclosing purposes, and obtaining consent from data subjects in advance. Clients retain the right to inspect, obtain a copy, rectify, erase, or withdraw consent at any time through the firm's Data Protection Officer (DPO). For clients in the European Union, processing follows GDPR Article 6 (lawful basis) and Article 46 (Standard Contractual Clauses).

Our Service Level Agreement targets an inquiry response within one hour during business hours (09:00–18:00, Monday to Saturday), attorney appointments within twenty-four hours, standard notarization within one business day (or two to three hours on express service), certified translation within three to five business days per ten A4 pages, MFA legalization within two business days on standard service (one business day express), and embassy legalization typically within three to fifteen business days depending on the mission's own policy.

Every deliverable passes a three-tier quality-assurance chain: (1) the responsible attorney or translator, (2) a Senior Attorney or department head reviewing substance and formatting, (3) a Quality Control desk performing the final pre-delivery check. Any firm-side error is remedied at no additional cost, and if a document is rejected by a government authority due to a firm-side error, we cover the entire re-filing fee.

Contact and Initial Consultation

Initial consultation is complimentary via Line @thainotary or by phone at 094-8958999. The team responds within one hour during business hours. Every inquiry is treated confidentially under the Lawyers Council ethics rules and the Personal Data Protection Act.

Company amendments and registrar filings