Public Limited Company (PLC)

Overview

The vehicle for raising public capital in Thailand.

A public limited company (PLC) is governed by the Public Limited Company Act, B.E. 2535. Unlike a private company, it can offer its shares to the public and list on the Stock Exchange of Thailand (SET) — making it the structure of choice for larger ventures planning an IPO or a wider fundraise.

It is a more demanding structure than the private company most foreign SMEs use: more promoters, a larger board, mandatory residency and nationality thresholds, and heightened governance and director duties. That complexity is exactly why it pays to have it set up properly. Few firms in Thailand handle the public form well — we do, and we will tell you plainly whether you actually need it.

Public vs. private limited company

• Private limited company — the default for most foreign SMEs: simpler, two shareholders minimum, no public share offering. See our Private Limited Company page.
• Public limited company — for larger ventures that intend to raise capital from the public or pursue a SET listing.
• If you are not planning a public offering, the private form is almost always the right starting point — we will say so.

What's required

• At least 15 promoters, who must hold their shares for a minimum of two years before transferring them.
• A board of at least five directors, with at least half resident in Thailand and at least 50% Thai nationals.
• Shares with a face value of at least THB 5, and they must be fully paid.
• Registration fee of THB 2,000 per THB 1 million of registered capital.
• Foreign ownership remains subject to the Foreign Business Act where the activity is restricted.

Governance & director duties

• The board must meet at least once every three months.
• Directors are elected by cumulative voting, protecting minority shareholders.
• No director proxies and no circular (written) board resolutions — directors must attend and vote.
• Directors carry heightened duties and liability compared with a private company.

The procedure, step by step

How Khonsu helps

What we do: we assess whether a PLC is genuinely the right structure, coordinate promoters and board composition to meet the residency and nationality thresholds, draft the constitution, and run the statutory meeting and DBD registration end to end. Where a listing is in view, we align the structure with SEC and SET expectations from the start.

What you get: a correctly constituted public company, a board and share register that satisfy the Public Limited Company Act, and a governance framework — meeting cadence, cumulative voting, director duties — built right the first time, so you are not unwinding mistakes when you come to raise capital.

Related services

• Private Limited Company — the default structure for most foreign businesses.
• BOI Promotion — investment incentives and routes to fuller foreign ownership.
• Foreign Business License — where the activity is restricted under the Foreign Business Act.
• Company Registration — our end-to-end formation service.
• Corporate Secretarial — keeping the board, meetings, and filings compliant.

Frequently asked

This is general information, not legal advice — please confirm the specifics for your venture with our team.