Contract drafting and review in Thailand.
Commercial contracts, service and supply agreements, NDAs, distribution and licensing deals — drafted, reviewed, and negotiated in bilingual Thai-English. We make sure the document protects you and is enforceable under Thai law.
Contracts under Thai law.
Contracts in Thailand are governed by the Civil and Commercial Code. The Code gives parties broad freedom of contract — you can agree to almost any terms you like, limited only by what the law expressly forbids and by what runs against public order and good morals. That flexibility is one of the reasons commercial agreements here are usually straightforward to structure around a real deal.
A contract written in a foreign language is perfectly valid. The catch is enforcement: the Thai courts work in Thai, and any document filed with a court or a government office generally needs a Thai version — which is the version that controls in practice. For that reason a bilingual contract with a clear prevailing-language clause is the norm for foreign parties, so there is no later argument over which text governs.
The agreements businesses actually need.
From the documents that set up a venture to the day-to-day paper that keeps it running — drafted and reviewed for use under Thai law.
Shareholder & joint-venture agreements
Control, capital, deadlock, exit and minority protection — the terms that decide how partners share a business and how they part.
Employment contracts & work rules
Contracts and statutory work rules aligned with the Labour Protection Act, covering probation, termination and severance.
Lease & property agreements
Commercial and residential leases drafted with registration and renewal in mind, so the term you agree is the term you can rely on.
Supply, distribution & service agreements
The commercial backbone — pricing, delivery, liability and termination set out clearly so both sides know where they stand.
NDAs & loan agreements
Confidentiality undertakings and financing documents, including security and guarantees, drafted to be enforceable here.
Sale & purchase agreements
Asset and share transfers with conditions, warranties and completion mechanics that hold up when the deal closes.
Getting the clauses — and the formalities — right.
A contract that reads well is not the same as one that holds up. We draft for the clauses that decide outcomes in Thailand and for the steps that make a document admissible and binding.
Clauses that matter in Thailand
- Governing law and jurisdiction
- Dispute resolution — arbitration or the Thai courts
- Force majeure
- Limitation of liability and indemnities
- Currency and FX
- A prevailing-language clause for bilingual contracts
- Data-processing clauses for the PDPA
Making a contract enforceable
- Stamp duty — many instruments must be stamped to be admissible as evidence, with surcharges of up to six times the duty for late stamping
- A lease longer than three years must be registered at the Land Office to bind beyond three years
- Electronic signatures are valid under the Electronic Transactions Act B.E. 2544
- Notarisation and legalisation for documents used abroad
What has changed recently.
- Electronic signatures and e-stamp duty (Form O.S.9) are now accepted, so routine contracts can be signed and stamped without paper.
- The PDPA requires a controller-processor agreement and compliant cross-border-transfer clauses wherever personal data is shared; the transfer rules took effect in March 2024.
- The Cabinet approved accession to the Hague Apostille Convention on 9 December 2025, which will simplify authenticating contracts for overseas use once it is in force.
How we handle a contract.
A clear path from the commercial idea to a signed, stamped and registered document — with you in control at each step.
Scope
We pin down the deal, the parties and where it would have to be enforced — the facts that shape every clause that follows.
Draft or review
We draft from scratch or review the document you were sent, against Thai law and your commercial aims.
Negotiate
We mark up the text and support the back-and-forth with the other side until the terms settle.
Finalise
We finalise the agreement — bilingual where needed, with a prevailing-language clause so the controlling text is clear.
Execution
We confirm the signing formalities, stamp duty, and registration or notarisation where required.
A contract is only as strong as its weakest clause — and in Thailand, language and governing law matter.
Thai contract law sits under the Civil and Commercial Code. A well-drafted agreement allocates risk clearly, survives a dispute, and — where it has to be enforced in Thailand — is written so a Thai court can apply it without argument over translation or governing law.
We draft and review the full range of commercial documents for businesses operating in Thailand: supply, service, distribution, licensing, shareholders’, employment, and financing agreements. Every contract is prepared in clear, bilingual Thai-English where needed, with a plain-English explanation of the clauses that carry real risk. When a counterparty sends you their paper, we mark it up and tell you exactly where you are exposed.
Contracts that form part of a transaction or dispute connect to our other services — see Mergers & Acquisitions for deal documents and Disputes & Litigation when an agreement has broken down.
What we do
- Commercial and service agreements
- Supply, distribution, and agency contracts
- Non-disclosure and confidentiality agreements (NDA)
- Shareholders’ and joint-venture agreements
- Licensing, franchising, and IP-assignment contracts
- Employment and consultancy agreements
- Loan, guarantee, and security documents
- Website terms & conditions and privacy policies
- Bilingual (Thai-English) drafting and translation review
- Review and mark-up of contracts presented to you
What you get
- Contracts drafted in clear, reconciled bilingual Thai-English
- A risk review with plain-English notes on each material clause
- Governing-law and dispute-resolution clauses suited to your situation
- Reusable templates where it makes sense for your business
How we work
Brief & objectives
We take the commercial deal, the parties, and what matters most to you — then map it to the right document.
Drafting or review
We draft from scratch or review and mark up the contract you were sent.
Mark-up & explanation
Each material clause flagged and explained in plain English, with alternative wording where you are exposed.
Negotiation support
We support the back-and-forth with the other side and refine the language as terms settle.
Finalisation
Bilingual versions reconciled, signature blocks and execution formalities confirmed.
Speak with our team
Send a message — typical response within one hour during office hours.
WhatsApp +66 95 332 2447 Send an Enquiry Call +66 2 026 0600Frequently asked
Do contracts in Thailand have to be in Thai?
Not always, but a Thai-language version is often needed for registration, for a Thai counterparty, or for enforcement in a Thai court. We draft bilingual Thai-English contracts and reconcile the two so they do not contradict each other.
Which governing law should my contract use?
It depends on the parties, the assets, and where you would enforce. A Thai court will apply Thai law and a Thai-language document most readily; a foreign governing law can be valid but harder to enforce locally. We advise on the trade-off and draft the dispute-resolution clause to match.
Can you review a contract someone sent me?
Yes — we mark up the document, flag the clauses that expose you, explain each in plain English, and propose alternative wording you can send back to the other side.
How fast can you turn a contract around?
A standard NDA or short service agreement is usually 1–2 business days. A bespoke commercial or shareholders’ agreement depends on scope, but we agree the timetable up front.
Reviewed by the Khonsu Legal team · 1 July 2026
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