How To Restore A Dissolved Company, revive a Defunct (Non-Alive) company
Service fee Baht __(case by case)__.
- Other charge (if need), accounting, yearly tax and auditing services is Baht 13,000 per year (for dormant company).
Scope:
- Our lawyer will serve in-court representation until bring the sentence to inform the registrar in order to revoke back the company’s status.
Timeline
- 60 days depending on Court’s appointment.
Timeline and Procedures
Processing Period : 2 months depending for court’s appointment.
- Step 1, Lawyer review documents including the necessary reasons in order to evaluate the possibility.
- Step 2, Submit the documents at the Court and they will issue the appointment date within 45 days to hear the order (depending on queue at Court).
- Step 3, Visit the Court upon the appointment date for hearing together with director or shareholder need to present at the court to explain all necessary and reasons of this restore.
- Step 4, Duplicate the Court Order or Sentence of approval to restore or get back the company.
- Step 5, bring its order or sentence from Court to inform the registrar at DBD (Department of Business Development).
- Step 6, around 1 week, we can check in the DBD website if the company can be used and also we will duplicate all incorporated documents for you.
Required documents
- Company’s affidavit (updated within 3 months)
- Shareholders’ list (updated within 3 months)
- Order of crossed out the name and list of company name from Bangkok or Provincial Partnership and Company Registration Office
- Document proving that the company is still under operation : receipt/ purchase tax invoice/ sale tax invoice/ service rendering agreement (if any)
- List of property or asset : title deed, vehicle registration book, trad mark, etc. (if any)
- Copy of Thai ID card and house registration or copy of passport (if foreigner) of shareholder (petitioner)
Defunct company or limited partnership
The company become defunct or unoccupied status when the company has continuously failed to file the financial statements to Departments of Business Development (DBD). Thus, the DBD would send the letter to company’s address to inquire operation or active status. In case that the DBD do not receive back for any clarification, they would declare that such company is inactive and will remove or delete the name out from their system.
Anyway, under Thai law of Civil and Commercial code Section 1273/4 “If a partnership, a partner, a company or any shareholder or creditor thereof feels unfairly aggrieved by the partnership or company having been struck off the register, the Court on the application of the partnership, partner, company or shareholder or creditor may, if satisfied that the partnership or company was at the time of the striking off carrying on business or in operation, or otherwise that it is just that the partnership or company be restored to the register, order the name of the company to be restored to the register, and thereupon the partnership or company shall be deemed to have continued in existence as if its name had not been struck off; and the Court may by the order give such directions and make such provisions as seem just for placing the partnership or company and all other persons in the same position as nearly as may be as if the name of the partnership or company had not been struck off. Any request for restoration of the name of the partnership or company to the register may not be made after the expiration of ten years from the day the name is struck off by the Registrar.” Thus, if the company or partnership has the assets or property owned by the juristic person or the juristic still wishes to revive back to their active status, please note that you could also restore your company or partnership back unless the company or partnership is dissolved or liquidated.
How to restore
Our lawyer will help you (owner, shareholders or managing partner) would request to restore / revoke back at the Court which it has to go through quite a long process and the Court would judge based on the proper reason together with the supporting documents that the company or partnership submitted, and the Court will issue the appointment date for hearing whether the approved or unapproved order from the court to put back the company or partnership name in the register system.
How can we help to restore
Panwa team can help you go through the necessary process with the court and DBD registrar to put back your company name in the register system which before we could propose or guarantee that the company will be restored successfully, we need to obtain all the necessary information from your side to screen the documents and evidences.
Greetings,
We develop systems to serve more customers with reasonable fees.
Tana Sipa
Director and CPA
WhatsApp: +66 81.919.6225
Location: https://goo.gl/maps/MhJsbjkPrji51Qyt6
Q&A
Q1:How Non-Alive company or Defunct company can be revoked back to company status (to request company back) and what’s required document?Panwa: Your company have to appoint lawyer to be the representative in court and bring the sentace to DBD office in order to re-enter company back in the DBD system. Anyway the company still need to file and submit all financial statement and related tax for all of previous years. |
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Q2: I have had a company for less than one year (about 9 months) and have filed all the paperwork til now. I want to shut it down but the firm that set up the company wants 80,000 Baht to shut it down. I am wondering if I simply stop submitting paperwork to the government and don’t have any company activity if in three years the company will go defunct and I can avoid/ save paying the 80,000 Baht. Or will I have some problems being in Thailand as a Director in a company that doesn’t file paperwork? Panwa: We recommend file completely the paperwork and shut it down to aviod the penalty and get the police summon letter and go to court in future. When you meet the police, the police will ask you to submit the financial statements together with the payment of penalty fee to DBD of that province (in case penalty fee: 12,000 Baht) and send the evidence to the police for closing the case (for not suing the case). In case that you neglect this police letter, they will forward the lawsuit to the court, they will consider and issue arrest warrant for further process. And at the end you must go to step of company shut it down again.
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