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Annual duties of a villa-holding Thai company: audit, AGM, DBD filing and corporate tax

Even a company that only owns a villa and earns nothing must keep accounts, have them audited, approve them at a general meeting and file them each year. Missing these filings carries fines and can eventually lead to strike-off.

Right Way Phangan · Editorial
Updated 1 October 2026

What must a Thai company that holds my villa do every year? Quite a lot, regardless of whether it earns income. Most Thai limited companies must have annual accounts examined by an auditor, approved at a general meeting and filed with the Department of Business Development (DBD), plus file a corporate income tax return. Practitioners stress that this applies even to dormant property-holding companies. Background on the structure: 49/51 Thai companies.

The yearly cycle

  • Balance sheet — must be made at least every twelve months (CCC Section 1196).
  • Audit and general meeting — examined by an auditor and submitted to a general meeting within four months of its date, with shareholders receiving copies at least three days before (Section 1197). The directors' report accompanies it (Section 1198).
  • DBD filing — adopted accounts go to the Registrar within one month of the meeting (Section 1199), with the shareholder list and meeting minutes.
  • Corporate income tax (PND 50) — commonly cited as due within 150 days of the accounting year-end, i.e. late May for a 31 December year-end, even with no income.
  • Dates for a December year-end — roughly: hold the AGM by 30 April, file with DBD and Revenue by 30 May.

Penalties and knock-on risks

Section 1196 non-compliance carries fines of up to THB 50,000 plus daily fines, and failing to call the general meeting carries a fine of up to THB 20,000, as reported by practitioners summarising the offences Act; confirm current amounts with an accountant. Fines can fall on the company and responsible directors. Persistent non-filing is exactly the pattern that triggers strike-off under Section 1273, and filings are also what authorities review in the land-department audit of landholding companies. Buyers of a company-held villa should ask for these filings (see villa held by a Thai company: buyer due diligence).

Practical budgeting

Accountant, auditor and filing fees are a recurring cost of the structure; budget for them alongside annual owner taxes. Fees vary by provider, so get a fixed quote.

General information only; your accountant should confirm deadlines for your company's specific accounting period.

Key points

  • A company that merely holds a villa still needs annual accounts, an auditor and a general meeting (CCC Sections 1196–1198).
  • Adopted accounts must reach the DBD within one month of the meeting (Section 1199).
  • Corporate income tax return is commonly due within 150 days of year-end, even with zero income.
  • Late filing can bring fines up to THB 50,000 plus daily fines, and prolonged neglect risks strike-off.
  • Buyers of company-held villas should request the last years' filed accounts and shareholder lists.

Sources

General information, not legal advice. Thai property law is fact-specific — verify any structure with a licensed Thai lawyer before you commit. Independent legal due diligence is part of every transaction we handle.

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