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Company Dissolution in Thailand
- By a special resolution (voluntary dissolution by shareholders);
- Company’s regulations set forth doing so;
- If a company is formed for a specified period of time, by the expiration of such period;
- If it is established for a single undertaking, by the termination of the undertaking;
- The company becoming bankrupt and
- Dissolution by the Court.
Special Resolution (above item 1): With regards to dissolution by using a special resolution, a general shareholders’ meeting shall be summoned by the director(s) or shareholders. Invitations to the meeting have to be sent to shareholders and published in at least one local newspaper at least 14 days before the meeting date. At the meeting, one-fourth of the total shares must be present to achieve a quorum. The special resolution for the dissolution requires a majority of not less than three-fourths of votes present voting in favor, per the requirements under Section 1194 of the CCC. The required period for an invitation, a quorum, and the voting may differ depending on the articles of association (by law) of the company. Apart from the dissolution, shareholders will also get to appoint a liquidator(s) and auditor(s). The dissolution and the name of auditor(s) should be registered at the Ministry of Commerce within 14 days after the meeting.