How current political situation in Myanmar effected to business and economy system?
The new regime
The Office of the President released Order Number (1/2021) on 1st February 2021 declaring the State of Emergency and the emergency declaration shall remain in force for one year, effective from 1st February 2021 according to Article 417 of the Constitution of the Republic of the Union of Myanmar.
There are various orders, announcements and notifications issued and appeared in the Global New Light of Myanmar (2nd and 3rd February 2021), leading to the establishing of the new regime in Myanmar.
Most of the judges of the Supreme Court and the High Courts of the Regions and States were reappointed and the ruling junta reappointed the new ministers at the relevant government office.
Therefore, some process will not be performed stably. The journalists described that the situation as thousands protest against the military.
Shortage of fuel in the next two months
Myanmar has only two months usage for gas. Imports of fuel (gas & oil) have been suspended and trade and banking have been suspended as the anti-military uprising, which has been raging since the Myanmar military overthrew the legitimate federal government and continues to this day.
Gasoline traders are estimate that oil, which accounts for 98 percent of domestic demand, is the main importer and that there will be a shortage of fuel in the next two months, according to traders.
No more oil tankers arrived. Puma Energy was shut down on 10th February 2021, the trade was suspended until the banks reopened because oil importers could no longer pay their bills due to the closure of all banks.
All banking services have been shut down
All banking services have been shut down, and customs and trade offices can no longer operate on import duties and permits.
Myanmar's economy as a whole has stagnated and departmental offices are running low. Coup administration; the strong impact of the Civil Disobedience Movement (CDM), which is being led by millions of Myanmar people, to shut down all economic mechanisms.
Economic outlook
Amata Corporation, a Thai industrial zone developer, has announced that it will slow down its investment in the industrial zone in Yangon. A senior associated of the company officer told the press online that the current investment of more than 4.5 million will be slowed down.
According to Myanmar’s politics situation, THE MYANMAR TIMES issue the announcement that journals, websites and pages were suspend for three months. Moreover, private banking and most of the government officer participated in Civil Disobedience Movement. As a result, there have been delayed in financial operations in Myanmar.
Risk and difficulties
Due to the changing of enacted laws, reappointment, and administration of ministers since 1st February 2021, there are many ongoing processes with the government authorities have been suspended and most of the government officers have been participating in Civil Disobedience Moment (CDM). Therefore, investors who liaise with the government sectors and the investors who wish to invest in Myanmar are facing many difficulties in communicating with relevant government authorities.
As a result, other processes related to the government would not be able to proceed, apart from online services for some cases. Although the internet system can be used and accessed in limited time, this drawback has still been affecting telecommunication business and some businesses which need to use and rely on internet.
Moreover, the export and import businesses can also be severely affected due to transportation. The cost of foods, fuel and consumer goods will be more pricing, expensive, and scarce.
Thus, under this circumstance, the lack of Rule of Law in country can cause interruption to foreign investment in aspect that the investors may reduce their investments and the remaining investors may also stop their investments in the country later. The employment opportunities will be decreased constantly. Consequently, if there is nothing better, these could be the major
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Htar Su May
Htar@ilawasia.com
Paralegal
ILAWASIA Co., Ltd.
Jessupa Na Pomphet
Associate
Jessupa.N@ilawasia.com
ILAWASIA Co., Ltd.
Vanisha Chaidee
Associate
Vanisha.C@ilawasia.com
ILAWASIA Co., Ltd.
Updates on Amendments to Thai Copyright Act
A. Latest Process
On September 29, 2020, the Thai Cabinet approved a draft amendment of the Copyright Act to National which has been reviewed by Council of States and submitted Assembly. The House of Representatives of the National Assembly of Thailand has been accepted the principles of the draft amendment of the Copyright Act at the first reading on January 27, 2021. The proposed of an amendment shall be reviewed within 7 days by Select Committee.
Recently, the Select Committee has been appointed the head and other internal positions to consider the draft amendment on January 29, 2021; the second and third meeting was also held on February 3, 2021 and February 10, 2021 respectively.
Key Takeaways
A. Added the definition of “Service Providers” and “Service User” and revised the definition of Technology Protection Measure”
B. Expanded the definition of “service providers”.
The draft amendment defined “Service Providers” as to include an intermediary service provider; a temporary computer data storage service provider; a computer data storage service provider; and a computer data locating service provider.
C. Limited liability of service providers.
Service providers shall be limited liability of copyright infringement as of their services. They must be service providers who announced the cancellation of services for a service consumer who clearly infringes copyright and follows the announced measure. Service providers must provide any of the following services.
- To be provided an intermediary service to transmit computer data through the automatic technic processing that not be an originator who transmit or select a computer data receiver and not alter the content of the said computer data.
- To be provided a temporary computer data storage service which does not alter the content of the said computer data, nor intervene by using technology to obtain information data of a service user, and have a system to keep computer data up-to-date.
- To be provided a computer data storage service that do not know, or have no reasonable cause to know that there is a computer data has infringed copyright on the system or computer network used and immediately remove such data out of the system or computer network or restrict the access to the said data when they know or receive a notification.
- To be provided a computer data locating service provider that do not know, or have no reasonable cause to know that there is a computer data has infringed copyright and immediately remove reference sources or access points to such data out of the system or computer network or restrict the access to the said data when they know or receive a notification.
D. Copyright infringement claims.
The draft amendment aims to protect manufacturers and vendors of devices used for hacking and to boost efficiency in restraining intellectual property violations on the internet and encourage the confidence for copyright owner.
Copyright owners can send a request to internet service providers (ISPs) to remove infringed online materials of copyright from websites without having time-consuming of court proceedings.
Moreover, copyright owners can send notices to such ISPs. After the notices are verified, ISPs have to remove pirated materials and inform the removal to those who posted.
In case of the infringed materials or contents is hosted in overseas, the copyright owner must file the petition to the court. The case will be taken to the court to order the suppression notice to such piracies.
E. Protection of photographic works.
The draft amendment aims to enlarge the protection on photographic work for the lifetime of the creator and for 50 years after his/her death.
F. Protection of audiovisual works, cinematographic works, and sound recordings or broadcastings.
The duration for copyright protection of a work in the form of audiovisual, cinematographic, and sound recordings or broadcastings will be 50 years from the date of creation. However, if such work has advertised during the said period, the protection shall be 50 years from the first advertised.
G. Compliances
This motivation of revision to the Copyright Act shall also make Thailand comply with the WIPO Copyright Treaty (WCT) and increase efficiency for protecting copyright modernizing of the changing of digital technology, including the improvement of the provision of the limited liability of service providers.
What’s next?
The Bill is currently being considered by the Select Committee and expected to be proposed to the House of Representatives for the Second Reading in approximately two months. We will continue to closely monitor and provide following updates on progress.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
New Transfer Pricing Regulation
Key Takeaways
On 16 November 2020, the Ministry of Finance announced the Ministerial Regulation on Transfer Pricing No.369 (B.E. 2563 (2020)), titled “Adjustment of Income and Expenses of Taxpayers that Engage in Related-Party Transactions”. According to this Ministerial Regulation, it identifies the rules for Revenue officer to adjust or assess income and expenses of related parties subject to Section 65, Section 70 and Section 70 bis of the Revenue Code.
The related companies or juristic partnerships which settle particular commercial or financial conditions differencing from independent entities are believed to induce a transfer of profits, in case that it meets the following conditions:
❶ Establishing particular commercial or financial conditions which are applied to the related companies or juristic partnerships;
❷ Under the same circumstances, the commercial or financial conditions set forth therein differ from the conditions that could be applied to independent companies or juristic partnerships;
❸ The related parties establish commercial or financial conditions, thereby causing a transfer of profits between them through following mechanisms:
- Providing different prices and terms, or payment methods, for the goods or services;
- Providing different interest rates, financial service fees, or any kind of financial fees;
- Providing a difference in other kind of income or expenses.
The above-mentioned mechanisms are considered by comparing to unrelated party transactions under the same circumstances.
Conclusion
Previously, transfer pricing principle has been exiting in Thailand for several years. Notwithstanding, there may still be some obstacles in practice for the Revenue officers in adjustment or assessment of income of the related parties which could be received, and also expenses incurring among them which could be paid.
Announcement of this Ministerial Regulation No. 369 could be a significant change for transfer pricing law in Thailand as it prescribes the rules and conditions for the Revenue officer on income and expenses which can be assessed. This Regulation refers that the officer could perform adjustment by using an internal comparable approach, or an external comparable approach.
Recommended Actions
It can be seen that transfer pricing law plays a greater role in Thailand. From now on, there will be more laws, regulations, rules or government notifications on transfer pricing to regulate the related party, and establish the criteria for relevant authorities to adjust or handle with the related party transactions.
In the light of business operation, it is therefore recommended for the business which could be regarded as the related parties, or involved with the related party transactions, to prepare for developments of transfer pricing by establishing the business benchmarks to be in accordance with the laws, and prepare the measures to decrease the risks that probably occur.
We will keep on monitoring and share our valued opinions henceforward.
Reference
Ministerial Regulation on Transfer Pricing No.369 (B.E. 2563 (2020)), titled “Adjustment of Income and Expenses of Taxpayers that Engage in Related-Party Transactions” can be access at this link.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Jessupa Na Pomphet
Associate
jessupa.n@ilawasia.com
ILAWASIA Co., Ltd.
Maintaining the reduced Value Added Tax (VAT) rate at 7 per cent until end of September 2021
In Brief
On 25 August 2020, the Cabinet approved to maintain the reduced VAT rate of 7 per cent for an additional 12 months period of time to 30 September 2021 as proposed by the Ministry of Finance.
The 7 per cent reduced VAT rate is inclusive of local tax and will be applicable to the VAT liabilities incurring from the sale of goods or the provision of services and import transactions.
Key Takeaways
A. Taxable Person
Any person or entity who regularly supplies goods or provides services in Thailand and has an annual turnover exceeding 1.8 million baht is subject to VAT in Thailand. Service is deemed to be provided in Thailand if the service is performed in Thailand regardless where it is utilized or if it is performed elsewhere and utilized in Thailand.
An importer is also subject to VAT in Thailand no matter whether one is a registered person or not. VAT will be collected by the Customs Department at the time goods are imported. Under VAT, taxable goods mean all types of property, tangible or intangible, whether they are available for sales, for own use, or for any other purposes.
B. Exemptions
| No. | Activities |
|---|---|
| 1. | Small entrepreneur whose annual turnover is less than 1.8 million baht |
| 2. | Sales and import of unprocessed agricultural products and related goods such as fertilizers, animal feeds, persticides, etc. |
| 3. | Sales and import of newspapers, magazaines, and textbooks |
| 4. | Certain basic services such as:
|
| 5. | Professional services: Medical and auditing services, lawyer services in court and other similar professional services that have laws regulating such professions. |
| 5. | Professional services: Medical and auditing services, lawyer services in court and other similar professional services that have laws regulating such professions. |
| 6. | Income from business, commerce, agriculture, industry, transport or any other activity not specified earlier. |
| 7. | Cultural services such as amateur sports, services of libraries, museums, zoos. |
| 8. | Services in the nature of employment of labour, research and technical services and services of public entertainers. |
| 9. | Goods exempted from import duties under the Industrial Estate law imported into an Export Processing Zones (EPZs) and under Chapter 4 of the Customs Tariff Act. |
| 10. | Imported goods that are kept under the supervision of the Customs Department which will be re-exported and be entitled to a refund for import duties. |
| 11. | Other services such as religious and charitable services, services of government agencies and local authorities. |
C. VAT Registration
Any person or entity who is liable to VAT in Thailand must register to be VAT registered person or entity (Application form Phorphor.01 and Phorphor.01.1) before the operation of business or within 30 days after its income reaches the threshold. The registration application must be submitted to Area Revenue Offices if the business is situated in Bangkok or to the Area Revenue Branch Offices if it is situated elsewhere.
Should taxpayer have several branches, registration application must be submitted to the Revenue Office where the headquarters is situated. After registered VAT, the Revenue Department will issue VAT registration certificate (Phorphor. 20). Taxpayers have to display VAT registration certificates at their premises.
D. Tax Return and Payment
VAT taxable period is a calendar month. VAT return therefore must be filed on a monthly basis. VAT return (Application form Phorphor. 30) together with tax payment, if any, must be submitted to Area Revenue Branch Office within 15 days of the following month. Services utilized in Thailand supplied by service providers in other countries are also subject to VAT in Thailand. In such a case, service recipient in Thailand is obliged to file VAT return (Application form Phorphor. 36) and pay tax, if any, on behalf of the service providers.
In the case where supply of goods or services is also subject to Excise tax, VAT return and tax payment, if any, must be submitted to the Excise Department together with Excise tax return and tax payment within 15 days of the following month. In case of imported goods, VAT return and tax payment must be submitted to the Customs Department at the point of import.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Operating Trade Import and Export Company in Lao PDR for the Local Investor (Lao National); and Operating a Distribution Company in Lao PDR for an International Investor (Foreign Investor)
The Processual for Operating the Trading Import and Export Company in Laos
To establish and operate the business in Laos, the local investor will have to register the Business license there is no provisions for the chartered capital. After that local investor will have to get registration of the Taxpayer Identify Number at the Tax Department, they do not have to get the Permit License from the Internal Trade Department.
① Get the Business License
A. Process
The process takes not more than 30 business days from the date of receiving the application. The procedure and time limit for considering the registration of an enterprise shall be as follows:
1) To file a notification to the Department of Industry and Commerce in accordance with the classification considered in Article 9 of the Decision No. 0023/MOIC.DERM
2) Upon receipt of the document, the registrar of the enterprise must check the accuracy of the document as specified in Article 12 of the Decision No. 0023/MOIC.DERM to be completed within one hour and immediately respond to the applicant in each case as follows:
2.1) Documents are complete and correct; the registrar of the enterprise must provide a receipt to the applicant. The receipt of the document must include the date, the date of receipt of the application and the date of the appointment to receive the enterprise registration no later than the official date from the date of receipt of the receipt.
2.2) Incomplete or inaccurate documents, the registrar of the enterprise shall notify the applicant immediately and recommend to correct by pointing out the points that need to be corrected and sign the instructions in the document. After the revision is complete and correct, the application will be in the process as specified above.
B. Mandatory documents
When attending the office to register a business, you should bring three copies of the following documents:
1) A completed business application form for the type of business you wish to register;
2) A photo copy of your Passport or ID card or Family Identity Book;
3) An Investor CV (for foreign investors);
4) A color photo of the Director or Manager of the business (3cm x 4cm size, taken within 3 months of application).
C. Fees
Enterprise registration for Lao people does not specify the amount of chartered capital and the cost of registering a business is dependent on the type of legal entity as follows:
| Legal Entity | Fee (Kip) | Convert to USD |
|---|---|---|
| Individual Enterprise | 40,000 | 4 |
| Sole Company Limited | 80,000 | 9 |
| Ordinary Partnership | 90,000 | 10 |
| Limited Partnership | 90,000 | 10 |
| Company Limited | 90,000 | 10 |
| State Company | 90,000 | 10 |
| Public Company | 90,000 | 10 |
| Mixed Company | 90,000 | 10 |
In addition to the registration fee there is a Capital Registration Fee based on the amount of capital being invested, as per the table below:
| Capital Investment | Fee (Kip) | Convert to USD |
|---|---|---|
| Under 1,000,000 | No charge | No charge |
| More than 1,000,000 - 10,000,000 | 20,000 | 2 |
| More than 10,000,000 - 20,000,000 | 50,000 | 5 |
| More than 20,000,000 - 50,000,000 | 100,000 | 11 |
| More than 50,000,000 - 100,000,000 | 300,000 | 32 |
| More than 100,000,000 - 400,000,000 | 500,000 | 54 |
| More than 400,000,000 - 1,000,000,000 | 1,000,000 | 108 |
| More than 1,000,000,000 - 10,000,000,000 | 2,000,000 | 215 |
| More than 10,000,000,000 - 20,000,000,000 | 3,000,000 | 323 |
| More than 200,000,000,000 | 5,000,000 | 538 |
② Seal
The Seal of the company must be issued by the Ministry of Lao Public Security
A. Procedure time: The officer will give the receipt to the applicant and the process takes 5 business days from the date of receiving the document.
B. Mandatory documents: a copy of Business License
C. Fees: 130,000 Kip (or 14 USD)
③ Get the Register of the Taxpayer Identification Number
When the Business license has issued, the taxpayer identification number will be there and the foreign investor must see the Tax Department.
A. Procedure time: 2 business days
B. Mandatory documents: a copy of all of the document from the Enterprise Registration and Management Department
C. Fees: 20,000 Kip (or 2.14 USD)
The Processual for Distribution Company in Laos for the Foreign Investor
The foreign investor has to get the Business license at the Enterprise Registration and Management Department. Once the business license has issued, the foreign investor must see the Department of Internal Trade to obtain the Permit License. The process for obtain the Permit License are as follows:
A. Procedure time: 7-10 business days
B. Mandatory documents:
1) Submit the Permit License application which provided by the Department of Industry and Handicraft, Department of Internal Trade, Department of Import and Export;
2) A set of the Original or the copy of Business License;
3) A set of the Original or the copy of the application of business license guideline
C. Fees: 100,000 Kip (or 11 USD)
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Viphavanh Syharath
Associate
Viphavanh.S@ilawasia.com
ILAWASIA Co., Ltd.
Government Announced a New Legislation on Building for Energy Conservation
In Brief
A. Repeal of law
On November 12, 2020, Government Gazette announced “Ministerial Regulation Prescribing Type or Size of Building and Standard, Criteria and Procedure in Designing Building for Energy Conservation B.E. 2563 (2020).” The regulation repeals previous regulation published in 2009, and mandates an energy-efficient design for building with a total area in all stories of 2,000 square meters or more.
B. Effective date of current law
This Ministerial Regulation shall be enforced after the lapse of one hundred and twenty days from the date of their publication in the Government Gazette onwards, which is on March 12, 2021.
Key Takeaways
A. Categories of buildings
For the construction or modification of the following buildings, if the total area of all floors within the same building is from 2,000 square meters upwards, such buildings must be designed for energy conservation under these Ministerial Regulations:
| No. | Type of buildings |
|---|---|
| (1) | Entertainment service buildings |
| (2) | Hotels |
| (3) | Services facilities and related buildings for services |
| (4) | Nursing premises and hospitals |
| (5) | Educational institutions |
| (6) | Office buildings |
| (7) | Shopping malls and department stores |
| (8) | Condominiums |
| (9) | Meeting halls |
B. Standards and Bases Respecting Designing of Building
| Matters | Details |
|---|---|
Building Frame System
|
The overall thermal transfer value prescribed by the Notification of the Minister.
important">Building with multiple descriptions of area usage, each area must use the requirements of the building frame system according to the description of usage of such area. |
| Lighting System | The electrical equipments for lighting system within building must use highest electrical power in each building category prescribed by the Minister.
Use of electrical lighting within the building, excluding car park area must be of a sufficient luminance level for each category of work, and must also be in line with the law governing building control or the specific law governing such. |
| Air-Conditioning System | The air-conditioning system, the categories and the sizes of air-conditioned system installed within a building must be of the minimum coefficient competency ratio, seasonal energy efficiency ratio, and the electrical power per ton of cooling as prescribed by the Minister. |
| Water Heating Equipment | The water heating equipment installed within the building must be of the minimum coefficient competency value and minimum efficiency value as prescribed by the Minister. |
| The design of building for energy conservation | The building design shall have evaluation of construction and modification and minimum value of each system prescribed by the Minister. |
| The building which contains renewable energy inside. | Shall be taken into consideration for the calculation of renewable energy ratio and decreasing the total energy performance, prescribed by the Minister. |
| The evaluation of building | The building design shall be audited by a qualified engineer, a qualified architecture, or a person who achieved the certificate by Department of Alternative Energy Development and Efficiency. |
| The approval of building evaluation | The building owner must prepare building evaluation report and shall recruit a qualified auditor mentioned above and apply for building construction license or building modification request under Building Controls Act. |
Transitory Provisions
On a grace period, this ministerial regulation shall not be executed for such buildings:
| No. | Type of buildings | Period of Exemption |
|---|---|---|
| (1) | Building with a total area in all stories of 5,000 squares meters, and less than 10,000 squares meters | 1 year |
| (2) | Building with a total area in all stories of 2,000 squares meters, and less than 5,000 squares meters | 2 year |
The construction or building modification that already filed for permission or reported for the construction, modification or change of usage under the law governing building control, or as permitted by the specific law governing such, or filed for environment impact assessment by promotion and conservation of national environmental quality law, prior to the effective date of these Ministerial Regulations, shall be exempted from compliance under these Ministerial Regulations.
Reference
Ministerial Regulation Prescribing Type or Size of Building and Standard, Criteria and Procedure in Designing Building for Energy Conservation B.E. 2563 (2020) can be accessed at this link.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Vanisha Chaidee
Associate
Vanisha.C@ilawasia.com
ILAWASIA Co., Ltd.
Ministerial Regulation prescribing rates of fees for registration, inspection of documents, certified copies of documents and other fees in relation to partnerships and limited companies B.E. 2563
In Brief
A. Repeal of law
The Ministerial Regulations prescribing rates of fees for registration, inspection of documents, certified copies of documents and other fees in relation to partnerships and limited companies, B.E. 2561 (2018) shall be repealed.
B. Effective date of current law
Government Gazette announced new law on 29th December 2020 named “Ministerial Regulation prescribing rates of fees for registration, inspection of documents, certified copies of documents and other fees in relation to partnerships and limited companies B.E. 2563 (2020).” It shall be effective on 1st January B.E. 2564 (2021).
Key Takeaways
A. Fees shall be prescribed as follows:
| No. | Matters | Fee(Baht) |
|---|---|---|
| (1) | Registration of partnership | 1,000 |
| (2) | Registration of memorandum of association of a limited company | 500 |
| (3) | Registration of formation of a limited company | 5,000 |
| (4) | Registration of amalgamation of : (a) a partnership (b) a limited company |
1,000 5,000 |
| (5) | Registration of transformation of a registered partnership or limited partnership into a limited company | 5,000 |
| (6) | Registration of the following items; Registration of change of partners or change of contributions of partners, Registration of an alteration of the memorandum of association prior or after the Registration of formation of a limited company, Registration of an alteration of articles of association of a limited company, Registration of an alteration of directors, Registration of an increase or reduction of the capital of a limited company, Registration of a dissolution of a partner-ship or a limited company or Registration of other matters | 500 per request |
| (7) | Certificates of registration of a partnership or a limited company | 100 per copy |
| (8) | Inspection of documents (a) Inspection of application for registration and supporting documents of a partnership or a limited company (b) Inspection of financial statements and list of shareholders of a limited company |
50 per each request |
| (9) | A request for certified copies or for certified photo-copies of documents including certified copies of documents summoned by a court warrant. | 50 per page |
| (10) | A request for written certification of statements entered in the Register, including certificates summoned by a court warrant. | 40 per item |
| (11) | Transfer of computer data
|
800 / request 0.30 per record |
| (12) | Transfer of data from a computer network of the Department of Business Development to computer of the applicant
|
3,000 / each 30 / each 3,000 / each |
B. Reduction and Exemption of Fees
Fees according to (1) (2) (3) (4) (5) and (6) shall be reduced by fifty per cent for application filed for partnerships or limited companies via the e-Registration portal. This reduction will be applicable from the date of the entry into force of this Ministerial Regulation until the 31st December B.E. 2566 (2023).
Fees according to (8) (9) (10) (11) and (12) shall be exempt for government agencies.
Remarks
Applications filed during the approval process at the time this Ministerial Regulation entries into force shall be applied according to this Ministerial Regulation.
The provisions of any laws pertaining to the rates of fees shall be superseded by the rates of fees as prescribed under this Ministerial Regulation.
Reference
Ministerial Regulation prescribing rates of fees for registration, inspection of documents, certified copies of documents and other fees in relation to partnerships and limited companies B.E. 2563 can be accessed at this link.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
somphob.r@ilawasia.com
ILAWASIA Co., Ltd.
Donation in support of the Royal Government of Cambodia’s campaign to buy Covid-19 vaccines for Cambodian people.
On Thursday afternoon, 17 December 2020, Ms. LAY Chanrasmey, Minister-Counselor, representing Cambodian Ambassador to Thailand H.E. OUK Sorphorn, received a courtesy call from Mr. Somphob Rodboon, Attorney and Managing Director of ILAWASIA Co., Ltd to discuss the further cooperation on providing legal consultation and protection services to businesspeople and workers.
On that occasion, Mr. Somphob Rodboon presented the Minister-Counselor a cash donation in support of the Royal Government of Cambodia’s campaign to buy Covid-19 vaccines for Cambodian people.
Government relief measures on holding Annual General Meeting (AGM) of Juristic Person under COVID-19 situation
In Brief
Due to the current COVID-19 situation in Thailand is effectively controlled and prevented by the government, consequently, the measures on restrictions of activities of Juristic Person have been relieved for public and business sectors to operate daily transactions continuously.
Therefore, the Juristic Person who is required, according to the law, to appoint the shareholders and related attendees to attain the Annual General Meeting (AGM) would be able to hold the meeting with physical presence of the shareholders and attendees in the meeting or participate the juristic person’s activities in venues. This is one of the activities which has been eased and be allowed to proceed. Notwithstanding, the protection and suppression policies on COVID-19 spreading issued by the government shall still be followed and implemented in a proper manner.
Key Takeaways
On 2 November 2020, the Department of Business Development (“DBD”)) has announced a notification regarding the setting up of Juristic Person’s meeting re: Setting up the Annual General Meeting of Juristic Person under prescriptions of Section 9 of the Emergency Decree (No.10, B.E. 2548).
The key objective of this notification is to repeal the previous notification concerning the postponement for setting up the Annual General Meeting which was announced on 4 March 2020 during an intense spread of COVID-19 in Thailand.
Recommended Actions
The Notification will be enforced on 1 December 2020 onward and any limited company, public company limited, scheduled the date of fiscal year on (or prior) 31 July 2020 and has not been held the company Annual General Meeting, are obliged to proceed as follows:
1) Annual General Meeting should be held in the period commencing from now on until 30 November 2020 and the juristic person is also required to file the list of shareholders and financial statement by the timetable below:
| Type of Legal Entity | Meeting | Filing the List of Shareholders | Filing the Financial statement |
| Company Limited | Within 4 months from end of fiscal year date | Within 14 days from the Annual General Meeting of Shareholders | Within 1 month from the day that financial statement has been approved by the General Meeting |
| Public Company Limited | Within 1 month from the ending date of the meeting | ||
| Association | Within 120 days from end of fiscal year date | – | Within 30 days from the general meeting date |
2) In the event that the company is unable to set up the Annual General Meeting in time, the company must file the Letter of Explanation to the DBD to explain the reason of not setting up the Meeting. The Letter may be submitted online or hand over directly at the DBD office or Offices of Business Development (zone 1-6) or any Provincial Commercial Offices before 4 January 2021.
Conclusion
The balance-sheet must be submitted to the General Meeting for approval within four months as from its date. In case that the company fails to submit the balance-sheet to the Meeting on time as prescribed, it shall be punished by paying a fine for 6,000 Baht and the director shall also pay a fine for 6,000 Baht per person.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
somphob.r@ilawasia.com
ILawAsia Co., Ltd.
Nattaya Mahakunakorn
Associate
nattaya.m@ilawasia.com
ILawAsia Co., Ltd.
Signing Ceremony on Memorandum of Understanding (MOU) with ILAWASIA Co.,Ltd.
Mr. Somphob Rodboon, on behalf of ILAWSIA Co.,Ltd. and Mr. Sovannarith HENG, Commercial Attaché of Cambodia are signing on Memorandum of Understanding (MOU) between The Royal Embassy of Cambodia to the Kingdom of Thailand and ILAWASIA Co., Ltd. In this regard, His Excellency Mr.Ouk Sorphorn, an Ambassador of The Royal Embassy of Cambodia and Mrs.LAY Chanrasmey, Counsellor, are eye-witness on this signing ceremony which held at Royal Embassy of Cambodia to the Kingdom of Thailand, on 16 October 2020.
The purpose of this MOU signing is to strengthen and facilitate the business and trade across Cambodia and Thailand. The engagement also appointed ILAWASIA as trusted legal consultancy service which encourages private sector for investment and increasing confidence of Cambodia-Thailand business community.
Thai and Cambodian investors can be contacted directly to Royal Embassy of Cambodia to the Kingdom and The Embassy undertakes to refer to all enquiries to ILAWASIA as legal consultant and business advisory in the areas of commercial contract, legal protection, labor management, dispute resolution, as well as legal compliances and risk management under laws and regulations of two countries, which will be brought on facilitation and encouragement of sustainable development goals.
