Corporate Retainer / Outside Counsel

ที่ปรึกษากฎหมายประจำบริษัท (Retainer) · § Advisory
What to know before you act
A retainer suits companies with ongoing legal questions — contract review, employment, PDPA, shareholder meetings and DBD filings. We fix the monthly scope in writing so there are no hidden extras.
Timing and external dependencies: Starts once scope is agreed; routine reviews follow the turnaround set in the engagement letter, urgent matters by agreement.
Official fee: Government fees (e.g. DBD change registrations) are separate from our fee — confirm rates with the agency.
Timing is not a promise of an outcome or hearing date. Check the notice, limitation period and current authority rules for your matter.
What to send for the first review
Send every relevant page, a dated sequence of events, any hearing or filing deadline, and the outcome you need. This lets counsel identify urgent steps, missing evidence and a precise scope of work.
- Company affidavit + MOA + Articles
- Shareholder list (BOJ.5)
- Existing contracts (employment, vendor, customer)
Legal Basis
Public Limited Companies Act, Civil & Commercial Code (Partnerships & Companies), Labour Protection Act, Foreign Business Act, PDPA B.E. 2562 — retainer covers day-to-day corporate legal work.
📚 Official sources — check the current law and procedure before acting
- สำนักงานคณะกรรมการคุ้มครองข้อมูลส่วนบุคคล (สคส.)— PDPC Thailand
- กรมพัฒนาธุรกิจการค้า — จดทะเบียนนิติบุคคล / ธุรกิจคนต่างด้าว— Department of Business Development
- กรมสวัสดิการและคุ้มครองแรงงาน— Department of Labour Protection and Welfare
- สำนักงานคณะกรรมการกฤษฎีกา — ตัวบทกฎหมายฉบับทางการ— Office of the Council of State
Who Needs This
SMEs, startups, BOI-promoted foreign companies, and firms that need legal capacity without a full in-house team.
Required Documents
- Company affidavit + MOA + Articles
- Shareholder list (BOJ.5)
- Existing contracts (employment, vendor, customer)
- Current PDPA / privacy policy forms
- Board list and authorized signatories
Common Pitfalls
- A retainer without a defined scope often leads to disputes over what is included
- Missing the annual general meeting can attract statutory fines
- PDPA breaches can bring administrative penalties and civil liability — review regularly
Typical Use-cases
- E-commerce SMEs reviewing website terms
- Food factories reviewing supplier contracts
- Startups at pre-seed drafting SAFE/Convertible Notes
- BOI companies filing annual operating reports
FAQ
- How is a retainer different from ad-hoc work?
- A retainer suits ongoing needs and gives you counsel who knows your business; ad-hoc suits one-off work such as a single contract.
- Does it include court litigation?
- Normally no — litigation is scoped and charged separately.
- Can advice be in English?
- Yes, in Thai and English, with interpreters for other languages.
Other Legal Services
Request a quote — Call 083-2494999 · LINE @NYC168 · contact@nyclegal.co.th
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Official sources — company registration & BOI
The information on this page follows the official sources below. Always check the latest version before you file.
- Department of Business Development — company registration— Department of Business Development
- Board of Investment (BOI) / LTR Visa— Thailand Board of Investment
- Revenue Department — Revenue Code, income tax, VAT— Revenue Department
- PDPC Thailand— PDPC Thailand
- Office of the Council of State — Thai law database— Office of the Council of State
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Contact us by phone, LINE or email for a free initial enquiry and a quote after document review. Timing depends on the work and relevant authorities.
General information before proceeding: Confirm current requirements with the receiving authority before using your documents. This page is not a legal opinion for your individual case — meet the team · editorial policy
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Frequently asked questions
- Can a foreigner own 100% of a Thai company?
- Full foreign ownership is possible for some activities, but there is no blanket permission. Check the Foreign Business Act definition, actual activities, sector-specific restrictions and any required licence or certificate. BOI promotion and treaty rights apply only within their approved scope; they do not automatically confer land rights, visas or work permits. Do not use nominee shareholders. Verify the proposed structure with DBD.
- What is the minimum registered capital for a Thai company?
- Do not apply one capital figure to every incorporation, foreign-business licence, visa or work-permit application. Registered capital and paid-up capital are different, and the applicable requirements depend on actual activities, ownership, permit category and any BOI or treaty conditions. Capital is a company funding requirement, not our service fee. Confirm the relevant criteria with DBD, the Department of Employment and Immigration before choosing the structure. Ask our team for a quotation for the agreed work.
- How long does company registration take?
- Separate document preparation, name reservation, signatures and DBD review from VAT registration, Social Security and bank onboarding. Timing depends on the filing channel, complete documents and any requests for corrections or additional evidence; no completion date is guaranteed. Ask our team for a quotation and a planning estimate after the proposed structure and documents have been reviewed.
- What ongoing accounting obligations does a Thai company have?
- A Thai limited company keeps statutory books and prepares audited annual statements even without trading. Tax returns depend on its payments, VAT status, accounting period and taxpayer category: PND1, PND3 and PND53 are not universal monthly returns for every company, and PP30 applies to VAT-registered businesses, including nil-return months while registration remains active. Check PND50, PND51 and each filing deadline with RD; check annual statements and shareholder filings separately with DBD.






