"Set up a Thai company and you're covered." For twenty years, that was the line served to foreigners who wanted land in Thailand. The problem is that the administration ended up knowing the recipe by heart.
This THEVA file, eighteen articles long, puts the facts back in order, statute in hand and dates attached. The country is finally enforcing rules that already existed, which makes the market safer for anyone investing seriously. After the ten-step procedure and the thirteen signals on the individual side, this article moves to the company.
Article 3 of 18: the four company profiles the circular classifies as high-risk, and what the administration checks in each.
Source: Land Department circular (กรมที่ดิน) No. มท 0515.2/ว 11493, dated 25 May 2026.
Holding Land Through a Company Is Not Forbidden
Let's clear up a misunderstanding first. The law does not forbid a company from holding land. It forbids a foreign company from doing so while dressed up as a Thai one. The line is set by numbers. A company is deemed foreign, and therefore barred from owning land, if foreigners hold more than 49% of the registered capital, or if foreign shareholders make up more than half the number of shareholders. The Land Department applies this double test strictly, the percentage as well as the headcount.
A genuinely Thai company, for its part, holds its land in full legality. The four profiles that follow do not target the company as such, but structures that are Thai on paper and foreign in fact. And as with individuals, this classification is a sorting tool that triggers a check, not a verdict.
Profile 1: Foreign Shareholding Above the Threshold
The first profile is the most direct. Foreigners hold a share of the capital above the legal limit, directly or indirectly. The administration also looks at changes that came after the land purchase, a capital increase or the arrival of new foreign shareholders that tip control past the threshold. And it targets the case where a foreigner holds a position of manager, authorized signatory, or director that controls the use of the land, even when their share of the capital does not appear to exceed the limit.
Profile 2: The Shareholder Shuffle
The second profile watches the movement rather than the snapshot. Repeated share transfers, capital raised and cut, shareholders coming in and out with no clear economic logic, sometimes for the sole purpose of getting around the law. The administration notes in particular the changes that cluster around the date the land was acquired. It also flags the use of several layers of intermediaries, serial powers of attorney, and the same negotiators reappearing across multiple deals linked to foreigners.
Profile 3: Indirect Holding in Layers
The third profile is the most discreet, and the most technical. At first glance the shareholders are Thai and everything is in order. But the Thai shareholder is itself another company, or the structure runs several tiers deep. Climbing the chain, you find foreigners or foreign companies that hold or control in the background. The administration cross-checks this arrangement against other indicators, a capital or results unrelated to the value of the land, the accumulation of several plots, or a Thai shareholder whose income does not match the amount invested. We devote a full article to these layered structures, because they deserve to be taken apart in detail.
Profile 4: The Foreigner Who Controls or Collects
The fourth profile is the one that changes everything, because it ignores the share register. Even if the split of capital looks compliant on paper, the administration weighs the facts: a foreigner who actually uses the land, runs the management, provides the money, collects the income, or decides what is done with it. To that it adds the usual signals, a cash payment of two million baht or more, a property valued at five million and above with no clear source of funds, a long-term lease, a loan, a mortgage, or a management contract that hands over control, a use as a rental villa or in tourism that a foreigner benefits from, an advertisement presenting them as owner. This is the analysis of de facto control, and we devote the next article to it.
A Thai majority on paper is no longer enough. What the administration is after is who holds the real capital, who decides, and who collects. A genuinely Thai company has nothing to fear from this grid.
What This Changes for the Foreign Investor
All four profiles ask the same question: is this company really Thai, or only Thai in appearance? The model THEVA stands by answers it without ambiguity.
The land is held by a genuinely Thai entity, Thai-controlled and funded by Thai capital, with foreigners below 49% of the capital and in the minority in the number of shareholders. The company route is perfectly legitimate when there are real Thai investors behind it, with real control and real funds, not nominees. And when a foreign client wants a villa, they do not take shares in the company that owns the land. They hold, in the open, a registered lease and a superficies right over their villa.
The result is that none of the four profiles applies. The company is really Thai, and the foreigner is not concealed inside it. This is not a compliance detail, it is the very design of the structure.
Final Thoughts
From a distance, these four profiles intimidate. Up close, they are a sorting machine. They separate genuinely Thai companies from foreign-controlled shells dressed in Thai clothing. It is those shells that deceived buyers and damaged the market's reputation.
Clearing them out is good news for anyone who holds land through a real Thai structure, and more so for anyone who holds transparent lease and superficies rights. A market that can tell a real Thai company from a fake one is a market where the honest structure finally stops paying for the dishonest one.
Everything is decided upstream, in a company that is genuinely Thai from the start, not dressed up to pass the check.
