Key Takeaways
- A Foreign Business Licence is not one document. List 2 activities need the Minister’s approval, List 3 need the Director-General’s. Most ordinary services land in List 3.1
- Each business that needs a licence carries its own THB 3 million minimum capital, on top of the general THB 2 million floor for any foreign-owned business.1
- The statutory decision period is 60 days. In practice, applications run 3 to 6 months.2
- Approval is a discretionary decision, not an entitlement, and no published data tells you how often an ordinary service business gets one. Most Singapore SMEs use BOI promotion instead, which is read more.
In Detail
What a Licence actually is
The Foreign Business Act sorts restricted activity into three lists. List 1 is closed to foreign operation, full stop. List 2 needs the Minister of Commerce’s approval, with Cabinet consent, and is reserved for activities touching national safety or Thai arts, culture, handicrafts and natural resources. List 3 needs approval from the Director-General of the Department of Business Development, and is where ordinary services (consulting, trading, most professional and technical services) land if they need a licence at all.1
Those are two different approval routes with two different decision-makers, not one “Foreign Business Licence” process. A guide that treats them as interchangeable is skipping the part that actually matters to a services SME.
The other route: a Certificate instead of a Licence
A company promoted by the Board of Investment can apply to the Ministry of Commerce for a Foreign Business Certificate rather than a Licence, for the same List 2 or List 3 activity.3
A Certificate and a Licence answer the same legal question (can a foreign-majority company do this activity) through different doors. The BOI route brings its own conditions, covered in BOI promotion, and is not automatic either. But it is the door most Singapore services companies actually walk through, because BOI promotion has published categories and conditions to aim at, where a Licence application does not.
The capital floor
Section 14 of the Act sets the general minimum at THB 2 million for a foreigner commencing business under the Act. Where the business needs a Foreign Business Licence, the floor rises to at least THB 3 million for each such business.1
The same THB 3 million applies to a branch office of your Singapore company if the branch’s activity needs a Licence; a branch whose activity does not need one still needs the general THB 2 million.1 Two licensed activities under one company is two lots of THB 3 million, not one.
What the application has to show, and the discretion behind it
The decision sits with the Foreign Business Committee, which has 60 days under the Act to decide once an application is filed. That statutory clock has not changed.2
What has not changed either is that this is a decision, not a formality. Meeting the capital floor and filing the paperwork gets you a complete application. It does not get you a licence. The Minister or the Director-General is weighing whether the business benefits Thailand, and that is a judgment call made case by case, not a checklist a lawyer can tick off in advance on your behalf.
Timeline: 60 days on paper, 3 to 6 months in practice
The 60-day statutory period is what the Committee has once a file is accepted as complete. Getting to that point, and getting through the review itself, is reported to run 3 to 6 months in practice.2
Budget for the long end of that range, plus legal fees for preparing the application, and plan around not having an answer for two full quarters.
The honest part: this is not routine for an ordinary service business
We looked for published Ministry of Commerce or Foreign Business Committee statistics on how many Licence applications from ordinary, non-BOI service businesses are actually approved. We did not find any. No official breakdown of approval or refusal reasons exists that we could locate.
That absence should worry you more than a bad number would. A process with a discretionary benefit-to-Thailand test, no published success rate, and a 3 to 6 month clock is not something to walk into on the assumption that meeting the capital floor is most of the work. If a Thai lawyer tells you a Licence is available for your specific activity, ask them to put their reasoning in writing before you commit six months and their fees to the application. If they cannot give you a specific reason your activity should succeed, that itself is an answer.
When a Licence is genuinely the right route
A Licence is worth pursuing when your activity does not fit any BOI promotion category at all, when it is a branch activity that specifically requires one, or when restructuring ownership or the activity itself (the beneficial ownership question, company types) is not realistic for your business. Outside those cases, BOI promotion into a Foreign Business Certificate, or genuinely restructuring the activity so it sits outside Lists 2 and 3, is usually the more realistic path for a 5 to 50 staff services company.
The pending reform, and what already changed
Cabinet approved a draft amendment in principle on 12 May 2026 that would remove the Licence requirement from a set of activities regulated by the Bank of Thailand, the SEC, the NBTC and the Energy Ministry, plus agricultural futures trading, intra-group services, machine-space leasing and petroleum-support services. Secondary sources put the count at anywhere from eight to ten categories, and do not agree with each other.456 None of this is law. The draft sits with the Council of State for legal review and has not been gazetted.78
Keep that apart from something narrower that already happened. Two Ministerial Regulations under the existing Act were gazetted on 28 August 2026: one on broker and agent businesses that do not need a Licence, one a fifth amendment to the list of exempt services. Both are in force now. Neither is the Cabinet-approved reform above, and neither removes the Licence requirement for a services business the way the pending amendment would.9
**What "benefit to Thailand" actually requires** could not be confirmed against a primary source. We can tell you the decision is discretionary and who makes it. We cannot hand you a published list of the factors the Committee weighs, because we did not find one we could cite. Treat any guide that hands you a confident checklist here with suspicion.
**DBD guidance to cut practical approval time to about one month**, down from 3 to 6 months, was reportedly presented at a department seminar in January 2026. It has not been confirmed as formally issued. Do not plan around a one-month timeline until it is.2
**The higher-of-THB-3-million-or-25-percent capital rule** for a business actually holding a Licence is reported by commentary sources but not confirmed against the Act or a government page.
**The pending Foreign Business Act amendment is not law.** Cabinet approval in principle on 12 May 2026 is not gazettal. The exact number of categories affected (eight, nine or ten, depending on the source) has not been resolved, and will only be settled once the gazetted text exists.
Closing Part One
If you have got this far, you have the honest version of the ownership question. You can own a Thai business as a foreigner, through a genuine Thai majority partner, through BOI promotion, or in the narrower cases where a Foreign Business Licence is realistic. What you cannot do is assume any one of those routes is quick or automatic.
Part Two is what it costs and how long it takes once you have picked a route.
Before you apply for a Foreign Business Licence
- Does your activity actually sit in List 2 or List 3, or have you assumed it does without checking?
- Have you ruled out BOI promotion and a Foreign Business Certificate first? For most Singapore services SMEs that is the more travelled route (BOI promotion).
- Has a Thai lawyer given you a specific, written reason your activity should succeed, rather than a general assurance that licences are “available”?
- Have you budgeted THB 3 million per licensed activity, plus legal fees, plus 3 to 6 months of runway before you can trade?
- If the answer above is no, have you priced a genuine Thai-majority partnership or a restructured activity instead (the beneficial ownership question and company types)?
- Are you tracking whether the pending Cabinet amendment is gazetted before you finalise a structure that assumes today’s rules?
This article is one of twenty-four chapters. The complete guide adds six working tools: a registered-capital worksheet, an annual compliance calendar, an incorporation document checklist, a partner due-diligence checklist, a setup cost and timeline comparison, and a decision tree for choosing your structure.
Sources
9 sources for this article, 2 of them primary. Where we could not verify something, the article says so rather than estimating.
- Thailand Board of Investment (primary), www.boi.go.th
- LawPlus, www.lawplusltd.com
- BOI One Start One Stop (primary), osos.boi.go.th
- DFDL, www.dfdl.com
- Silk Legal, silklegal.com
- Nordic Chamber of Commerce Thailand, www.norcham.com
- ASEAN Briefing, www.aseanbriefing.com
- One Asia Lawyers, oneasia.legal
- LawPlus, www.lawplusltd.com
This article is general information about doing business in Thailand and is not legal, tax, or financial advice. Every figure is cited with its source and its date. Thai regulation is changing quickly and rules current at publication may change without notice. Confirm anything you intend to act on with qualified Thai counsel.