Thailand 2026: Why the Thai Company Loophole No Longer Works

At the Phuket land office, a buyer trying to register a villa through a Thai company is now facing questions that never used to come up: where did the Thai shareholders get the money to pay for their shares, do they have income declarations, why do all three of them live in a different province. A few years ago, this paperwork was accepted without a second glance. Now it gets cross-checked against the Department of Business Development database.

The short version: in 2026, there has been no liberalization of foreign property rights in Thailand. What changed is that the state started enforcing rules that were already on the books.

The only direct and legal path remaining for an individual foreign buyer is freehold ownership of a condominium unit within the 49% foreign quota of a building's total floor area. Everything else requires either a special permit or an honest acknowledgment that you are buying a lease, not ownership.

Key Facts

• The foreign quota in a condominium is 49% of the combined floor area of all units in the building, not 49% of the unit count. It is confirmed by a certificate from the condominium's juristic person before the transaction is registered at the land office.

• Land ownership by foreigners in their own name is generally not allowed under the Land Code. Narrow exceptions exist, such as certain inheritance cases and Section 96 bis, which allows a plot of up to 1 rai for residential use with an investment starting at 40 million THB and Ministry of Interior approval. In practice, very few such approvals have ever been granted.

• Since 2025, oversight of nominee structures has intensified: the Land Department and the Department of Business Development now exchange data to verify the actual source of capital behind Thai shareholders in land-holding companies.

• Nominee ownership is a criminal offense under the Foreign Business Act, punishable by a fine of 100,000 to 1 million THB and up to three years in prison, with liability extending to the Thai nominee shareholder as well.

• Funds must be transferred from abroad to register freehold: the money must arrive in foreign currency, and for amounts of 50,000 US dollars or more, the bank issues a Foreign Exchange Transaction (FET) form, without which the land office will not process the deal.

• The registrable lease term is 30 years; extensions beyond that are not entered into the land registry and remain a contractual obligation of the specific landlord.

• A Department of Business Development order (DBD Order No. 1/2026) triggered a mass review of more than 46,000 companies with foreign participation starting in April 2026, with stiffer penalties and the possibility of forced liquidation for structures found to be nominee arrangements.

Story and Context

Market expectations in 2024 looked very different. The Cabinet had instructed the relevant ministries to study two proposals: extending the maximum land lease term to 99 years and raising the foreign quota in condominiums to 75%. Phuket's international buyer community talked about little else for months. By 2026, neither measure had become law. The debate ran into political resistance, and the argument about 'selling off the country' proved stronger than the argument about attracting capital.

Instead of expanding rights, the government did something cheaper and faster: it started checking whether the rights that already exist are being respected.

The mechanics here are simple, and that is exactly what makes them uncomfortable. A Thai company with 51% held by local shareholders was, for decades, the standard way to 'buy' a villa with land attached. On paper, nothing was broken: the company is Thai, so it can hold land. In practice, the Thai shareholders never put in a single baht, never took part in management, and simply signed blank share transfer forms. It is precisely this gap between form and substance that regulators have learned to spot. When the Land Department sees a company with 2 million THB in registered capital that bought a plot for 25 million, and the Department of Business Development shows that the Thai shareholders never filed income declarations and are listed on twenty other companies, no further questions are needed.

A second misconception lives inside the '30+30+30' structure. Sellers of leasehold villas market it as ninety years of ownership. In reality, the land office registry only records the first thirty-year period. The promise to renew is a personal obligation of the current landowner toward a specific tenant, and Thai case law has repeatedly treated such renewals as a personal contractual right that does not automatically transfer to a new owner of the land. As long as the developer stays in business and cares about its reputation, everything works smoothly. The real test comes at year thirty-one, and the market simply does not have statistics on that test yet, since resort-area leaseholds of that age are still rare in Thailand.

There is also a flip side that rarely makes headlines. The crackdown hits gray-market schemes, not transparent ones. A condominium freehold bought with funds wired from abroad and a valid FET form in hand has not become one day harder to register over the past two years. If anything, the tighter the scrutiny of nominee structures becomes, the more predictable the secondary market for foreign-quota units gets, simply because the legal alternatives for a foreigner to hold this kind of asset keep shrinking.

Our view: in 2026, a buyer with a budget under 30 to 40 million THB should not even consider a Thai-company structure for a residential purchase. The risk is not that inspectors show up tomorrow. The risk is that when it comes time to resell, a buyer working with a lawyer will simply refuse to enter into such a deal, and the asset will lose liquidity long before it loses legality. There is one reasonable exception to this advice: if you run a genuinely operating Thai business with real turnover, staff, and partners who are investing their own money, then holding land through that company is not a workaround, it is standard corporate practice.

The single practical step that saves the most stress happens before signing anything: request an up-to-date certificate from the condominium's juristic person confirming the remaining foreign quota by area, and confirm that the specific unit you want falls within it. The quota fills up unevenly across a building, and in popular projects around Rawai or Bang Tao there may be no quota left at all, no matter what the seller claims. It is worth checking this in person, ideally combined with a viewing trip, and it pays to book that trip with some flexibility around dates, since the land office only operates on weekdays and a single day is rarely enough to close a transaction.

FAQ

Can a foreigner buy land in Thailand in 2026?

Generally, no. The Land Code does not grant foreign individuals ownership rights over land. The exceptions are narrow: certain inheritance cases and Section 96 bis, which allows a plot of up to 1 rai for residential use with an investment of at least 40 million THB in approved assets and approval from the Ministry of Interior.

What is the 49% foreign quota and how do you check it?

It is the limit under which foreigners collectively may own no more than 49% of the total floor area of all units in a condominium. It is calculated by square meters, not by the number of units, and is confirmed by a certificate from the juristic person (the building's management company), which the land office requires at registration.

Is it risky to buy a villa through a Thai company?

If the Thai shareholders never contributed their own funds and take no part in management, the structure is a nominee arrangement. This is illegal, and penalties under the Foreign Business Act reach up to 1 million THB in fines and three years in prison, with liability extending to the Thai participants as well.

Is it true that you can register a lease for 90 years?

No. Only 30 years can be registered. Further extensions exist only as a contractual promise, not as an entry in the registry, and their enforceability against a new landowner is not guaranteed.

Do the funds have to come from abroad specifically?

Yes, for a condominium freehold purchase. The money must arrive in Thailand in foreign currency, and for amounts of 50,000 US dollars or more, the bank issues a Foreign Exchange Transaction (FET) form. Without it, registering ownership under a foreign name will not go through.

Will the law change in the coming years?

Proposals for a 99-year lease term and a 75% quota have been discussed since 2024, but neither has become law. Buyers should plan around the rules currently in force, not around draft proposals.

What should you check before putting down a deposit?

The remaining foreign quota by area, the presence of a chanote title and absence of encumbrances, the payment history for the condominium's common fund, and, for a new-build project, the construction permit and an EIA approval if the project requires an environmental impact assessment.

There is really one practical recommendation that matters most: before transferring any money, get a written certificate confirming the remaining foreign quota for the specific unit, and structure the payment so the currency arrives from abroad with the correct purpose stated. These two steps close off most of the risks that cause deals to fall apart at the land office.

Source: DBD Order No. 1/2026, cited via aiproperty-phuket.com

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