Tag Archive: setting

  1. Setting up a Foundation (Thai: Mulanitee)

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    A foundation consists of assets appropriated for charitable, religious, artistic, scientific, literary, educational or other purposes for the benefit of the public and not for profit generation.

     

    The specially allocated assets of the foundation must be managed to (or “intending to”) implementing the objectives of the foundation. They shall strictly not be used for individual interest. Some typical examples of activities of foundations include the management of a fund, building, etc. The foundation is a legal structure that is also used for the establishment of a non-governmental organization.

     

    To be established, a foundation must have an initial registered capital of THB 500,000 or not less than THB 250,000 if there are other assets included instead of monetary funds. The initial registered capital may be reduced if the foundation has a charitable purpose.

     

    The foundation shall have regulations related to the management, in particular, accounting. It shall have a committee, consisting of at least three persons. It is legally not required to have Thai nationals as committee members. However, this may be advisable from a practical point of view.

     

    The foundation shall not be involved in political activities.

     

    A foundation is a relatively rigid legal structure. Once the objectives are adopted on registration, they can only be changed for following purposes:

    •      to enable the implementation of the goals of the foundation;
    •      if circumstances make the objective of the foundation undesirable or if the objectives are impossible to achieve, the objectives shall be amended in a manner that reflects the initial objectives as closely as possible.

     

    We note that the Registrar shall have, to a certain extent, the authority to inspect, control and supervise the management of the foundation to ensure conformity with the regulations of the foundation. This may even include the dismissal of a committee member or the entire committee in severe cases of wrongful actions, and the appointment of a new committee member or committee.

     

    The dissolution of a foundation may only take place under specific conditions set forth by the foundation’s regulations or by law. It is important to note that the committee is not authorized to dissolve the foundation independently.

  2. Setting Up an Association (Thai: Samakom)

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    1. General Characteristics

    An association may be created for any lawful activity that, according to its nature, is to be done continuously and collectively by persons other than of distributing profits to its members.

    It may engage in activities beneficial to the public, however, by definition associations are organizations of members who act together to achieve specified objectives. Some typical examples of activities of associations include sports clubs, hobby clubs, and religious organizations. The non-profit association is also the most common legal form for NGOs.

    The association shall have at least ten members. Their names, addresses, and occupation shall be indicated in the application for registration of the association. The members shall pay a subscription fee to the association. The association is not required to hold an initial registered capital.

    An association is registered under Thailand law with the Thailand Ministry of Interior. It can earn income, but must comply with tax law and other laws of Thailand. They are required to file annual reports with the competent Thailand government ministries including an income and expense audit report certified by an accountant and a copy of the minutes of the annual meeting.

    The association shall adopt regulations in accordance with Thai laws. Alterations of and additions to the regulations may be made by a resolution of the general meeting.

    An association is represented by its committee in its relations to third parties. The appointment of committee members shall take place according to the regulations of the Association and Thai law. The appointment must then be registered. The Registrar may refuse the appointment of a committee member, but only under specific circumstances such as the committee member not having the status or conduct required for implementing the object of the association. The registrar would then have to notify the association in writing regarding the reasons for such decision.

    The association may be dissolved under specific circumstances, including a resolution to dissolve passed in a general meeting. In the case of dissolution, the liquidation of assets will follow the principles of liquidations of (for-profit) companies.

     

    2. Procedure to Establish an Association

    The documentation required for the registration is the following:

    • The regulations or by-laws of the Association.
    • The name list with the occupation and address of at least initial 10 members.
    • The name list with the occupation and address of directors of the association at least 3 directors.
    • Background histories by three promoters which are certified by a department-level government official (sixth-ranked civil servant or upward).
    • The meeting minutes to establish the Association by at least three promoters.
    • Map of location of the association.
    • Letter of consent form landlord to use the land/building as the location of the association with the Documents showing the ownership of the landlord.
    • Certified copy of the ID card and house registration book of all members and directors
    • Other document (if any)

    Below is the required information to be included in the regulations or by-laws of the Association:

    1. Name, logo and location. The Association must incorporate the word ‘Association’ in its name.
    2. Objectives
    3. Address of the main office and all the branches.
    4. Rules and procedures related to membership.
    5. Details of membership fees, in particular rates.
    6. Committee of Association rules namely:
      • Number of Directors
      • Appointment of the Directors
      • Term and retirement of office of the Directors
      • Meetings of the Committee
    1. Management rules which include the keeping of accounts and property of the association.
    2. Management rules regarding annual general meeting

    The application must be submitted to the District Office where the association will be located.

    The government fee is 2,000 THB and it must be paid when the registration certificate is collected at the district office.

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