태국 기업법상 설립규정에 관한 비교법적 고찰

Abstract

Thailand is newly industrialised and emerging in the world economy these days. After the Asian Financial crisis, the economy of the Southeast Asian country is recovering with the help of the IMF and several internal economic reforms. The legal reforms on enterprises is also related with the situation. One of the basic laws in this field is the Civil and Commercial Code section 22(Articles 1012 to 1273) which regulates partnerships or companies. The Public Limited Company Code also regulates these types of enterprises. There are three general types of partnerships in Thailand: Unregistered ordinary partnerships, Registered ordinary partnerships and Limited partnerships. These are governed by the Thai Civil and Commercial Code. There are two types of limited companies: private limited companies and public limited companies. The first is governed by the Civil and Commercial Code and the second is governed by the Public Limited Company Act. A public limited company governed by the Public Limited Company Code is one established for the purpose of offering the sale of shares to the public. The procedure for incorporating a public limited company is similar to that of a private limited company in registration requirements and shareholder liability. However, there are some differences between the two types on several requirements. Thailand is an interesting country for start a business in ASEAN. In 2008, the Thai Civil and Commercial Code and Public Limited Company Code was changed to simplify the incorporation of a limited liability company. In spite of these improvements, it may be asked whether these measures can actually guarantee the practice effect of laws. Hence, it is necessary for Thai enterprise law that should be established in incorporation procedure.