A company purchase means a Thai-registered limited company, not the foreigner personally, holds title to the land. The foreigner can own up to 49% of the shares, while Thai nationals hold the remaining 51%, and the company, as a Thai juristic person, is legally entitled to own land in a way an individual foreigner is not.
The distinction that actually matters is whether the company is real. A genuine company runs an active trade, employs people, files real tax returns, and the Thai shareholders have put in their own money. That structure is legal. What’s illegal is the inverse: a company that exists only on paper to hold one piece of land, with Thai “shareholders” who never invested anything and have no say in how the asset is used. The Foreign Business Act’s nominee provisions criminalize exactly that second scenario, for both the foreigner and the Thai nominee. For the full picture of what foreigners can and cannot own in Thailand, see our guide to whether foreigners can buy property in Thailand.
Inhaltsübersicht
Is it legal to buy property through a company?
Yes, but only if the company is genuinely Thai-majority owned and genuinely operating a business; the same structure becomes illegal the moment the Thai shareholding is fronted rather than real.
Thailand’s Land Code keeps land ownership out of foreign hands directly, but a company counts as a Thai legal entity once at least 51% of its shares sit with Thai nationals. That’s the loophole that has let foreigners access landed houses and villas for decades. The catch is substance over form. Under Sections 36 and 37 of the Foreign Business Act, it is a criminal offense for a Thai national to hold shares on someone else’s behalf as a nominee, and an equivalent offense for the foreigner who uses that arrangement, carrying up to three years in prison and fines of 100,000 to 1,000,000 baht.
Mark Puttkammer, an agent at Lord's Property Consultants, says this is the single most common misunderstanding he runs into with clients looking at landed villas: buyers assume the structure is either entirely safe or entirely illegal, when in practice it depends on what’s actually happening inside the company. His advice to anyone considering this route is to treat the company itself as the product being evaluated, not just the property, asking who the Thai shareholders are, whether they have any real connection to the business, and what the company actually does day to day, before any money changes hands.
What are the pros of buying through a genuine company?
A properly run company gives a foreigner practical access to landed property, something condo freehold can’t offer, while also providing a real operating vehicle for rental or hospitality income.
For a buyer who wants a standalone house or villa with land rather than a condo unit, the company route remains one of the few ways to get there with a registered, transferable, court-recognized asset rather than a leasehold that expires. It also gives the buyer a corporate structure that can legally run a rental business, hold a liquor or restaurant license, or operate a small hotel, none of which a personally-held leasehold can do as cleanly. The trade-off is real: this only works if the company is run as a business, with bookkeeping, tax filings, and genuine Thai participation, not as a shell that exists purely to hold a deed.
What are the cons and risks in 2026?
The core risk has not changed, the structure can be challenged as an illegal nominee arrangement, but the odds of getting caught and the cost of being caught have both risen sharply since late 2025.
Since 1 October 2025, the Department of Business Development has run an AI-based screening system called IBAS that cross-references company registration and land transaction records, and since 1 January 2026 registrars have required Thai shareholders in new companies to show bank statements proving their invested capital is genuinely their own, a check extended to company amendment filings on 1 April 2026. The numbers behind this are large: authorities have flagged tens of thousands of companies nationwide for review, and one recent estimate puts economic damages linked to unlawful proxy companies at over 15 billion baht. Tourist islands are a particular focus, with Koh Samui alone home to thousands of foreign-shareholding companies now under heightened scrutiny.
What’s new for 2026 is the downside if a structure is found non-compliant. Today, Section 94 of the Land Code forces a sale within 180 days to a year, but the foreigner still recovers the proceeds. Thailand’s Cabinet has acknowledged a proposal under study that would remove that financial exit entirely, replacing forced sale with outright forfeiture to the state and no compensation at all. That amendment hasn’t passed yet, but it signals the direction enforcement is heading.
Puttkammer says this shift in enforcement has changed the conversations he has with buyers in Hua Hin. Where a few years ago the company route was treated as a routine option for anyone wanting a villa with land, he now walks every client through the current risk picture before they go further, and steers more of them toward condo freehold or a properly registered long-term lease unless they have a genuine ongoing business reason to set up a company.
What happens if a company structure is found to be a nominee arrangement?
The Land Department can order a forced sale of the property, while the company itself can be dissolved and both the foreigner and the Thai nominee shareholders can face criminal penalties.
Once a structure is flagged, the Department of Lands can freeze the title, and the Director-General can order the land disposed of within a window of 180 days to one year under Section 94. If the forfeiture amendment now under study by the Cabinet is enacted, that same scenario could end with the state taking the land outright instead, with the owner receiving nothing back. On the criminal side, the Foreign Business Act’s penalties apply to everyone in the chain: the foreign beneficiary, the Thai nominee shareholders, and in some recent cases the law and accounting firms that set the structure up in the first place.
How do you know if your company structure is genuinely compliant?
Compliance comes down to demonstrable substance: real paid-up capital from the Thai shareholders, an active trade beyond just holding the land, and bookkeeping that would survive a tax audit.
Since the 2026 verification rules took effect, a Thai shareholder’s bank statements have to actually support the capital they’re listed as having invested, both at incorporation and at any later amendment to the company’s structure. Beyond the paperwork, authorities are now also looking at whether the company has an office, generates revenue, files normal tax returns, and whether the Thai shareholders can actually describe what the business does if questioned, since a 51% share split with no real activity behind it is treated as the clearest sign of a nominee front. Buyers weighing any property contract, company-held or not, should also know what to check in a Thai property sales agreement before signing.
| Route | Land access | Day-to-day control | Legal risk | Renewal/exit |
| Company (genuine) | Yes, land titled to company | Limited to 49% shareholding | Low if business is real; high if structure is a front | Sell shares or dissolve company |
| Condo freehold | No (units only, 49% building quota) | Full ownership of unit | Low | Sell freely within quota |
| 30-year registered lease | No (leasehold only) | Full use during lease term | Low, but renewal isn’t court-guaranteed | Lease ends; extension is a new negotiation |
The bottom line
A company can still be a legitimate way to hold landed property in Thailand, but only when it’s run as a real business rather than treated as a paperwork shortcut. The 2026 enforcement environment has made that distinction far less forgiving than it used to be: AI-driven screening, mandatory proof of Thai shareholders’ capital, and a proposed law that would strip away the financial safety net of a forced sale all point the same direction. Anyone weighing this route should go in with their eyes open, get independent legal advice on the specific structure, and have a genuine answer for what the company actually does beyond holding the deed. For many buyers who just want a home rather than a business, condo freehold or a properly registered lease remains the simpler and lower-risk path to the same goal, a comparison worth weighing alongside the broader investment versus lifestyle decision in Hua Hin.
FAQ
Can a foreigner own 100% of a company that buys land?
No. Land-owning companies must keep at least 51% Thai ownership; a foreigner can hold up to 49% of the shares, with limited exceptions like BOI-promoted companies for approved business activities.
Is the 51/49 share split itself illegal?
No, the split is the legal baseline. It only becomes illegal when the Thai 51% is held by nominees who didn’t invest real money and have no genuine role in the business.
Can I still buy a villa through a company in 2026?
Yes, if the company is a real, active business and you’re prepared for the compliance and verification steps now in place; if the only purpose is to hold one property, the structure is at high risk of being challenged.
What’s the safer alternative if I just want a holiday home?
A condo freehold within the 49% foreign quota carries the lowest legal risk, while a registered 30-year lease is the standard route for a landed house without setting up a company.
Does the company need to be profitable to be considered legitimate?
Not necessarily profitable, but it does need real, ongoing activity, an office, staff or contractors, tax filings, and Thai shareholders who can demonstrate genuine investment and involvement; a dormant company that only holds land is the pattern enforcement specifically targets.
Can I buy out my Thai shareholders later to gain more control?
You can restructure shareholding, but the company must still keep at least 51% Thai ownership at all times to legally hold land, so a foreigner can never move past 49% without converting the property to a different ownership structure, such as a condo or lease.
What happens to the company-held property if the foreign director dies or leaves Thailand?
The property stays with the company regardless of the foreign shareholder’s personal status, so succession should be planned through the company’s shares and governing documents, ideally with a will and clear shareholder agreement, rather than assumed to pass automatically to family members.
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