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Section 14. The minimum capital used at the commencement of the business operation shall not be less than that prescribed by ministerial regulations and shall in no case be less than two million Baht.
In the case where the businesses in the preceding paragraph require the licens under the Lists attached hereto, the minimum capital to be prescribed in the ministerial regulations for each of the businesses shall in no case be less than three million Baht.
Ministerial regulations issued by virtue of this Section may also prescribe the time for the minimum capital to be brought or remitted into Thailand.
The provisions of this Section shall not apply in the events where the foreigners make the invest with the money or property derived from the business operation that has previously been in operation in Thailand in another business or use them as a share or an investment in other enterprises or juristic persons.Section 15. The foreigners may operate the business under List Two only if Thai nationals or juristic persons that are not foreigners under this Act hold the shares of not less than 40% of the capital of that foreign juristic persons. Unless there is a reasonable cause, the Minister with the approval of the Cabinet may reduce the proportion requirement but it shall not be less than 25 percent and the number of Thai directors shall not be less than two-fifths of the total number of directors.
Section 16. Foreigners applying for a license shall have the following qualification and shall not have the prohibited characteristics below:
(1) Being not younger than 20 years old.
(2) Having residency or being permitted to temporarily enter into Thailand under the immigration law.
(3) Being neither incompetent nor quasi-incompetent.
(4) Not being a bankrupt.
(5) Never having been punished by a court judgement or fined for an offense under this Act or Announcement No. 281 of the National Executive Council No dated November 24, 1972 unless they have been released at least five years prior to the date of the license application.
(6) Never having been imprisoned for fraudulent acts, debtor cheating, embezzlement, offenses connected with trade under the Criminal Code or for offenses relating to fraudulent loans to the public or for offenses under the immigration law unless they have been released at least five years prior to the date of application.
(7) Never having a license issued under this Act or under Notification No. 281 of the National Executive Commercial dated November 24, 1972 revoked during the five-year period prior to the date of the license application.
In case of the juristic person being the license applicant, the Foreign directors, managers or the persons responsible for the operation of the juristic person shall also have the qualifications and shall not have the prohibited characteristics referred to in paragraph one.Section 17. In applying for the permission to operate the business, the foreigners shall submit the applications to the Minister or Director-General in accordance with the rules and procedures prescribed in the ministerial regulations. The Cabinet, in case of the business under List Two, or the Director-General, in case of the business under List Three, shall approve or give permission, as the case may be, within 60 days of the date of the application. In the case where there is a cause for the Cabinet to be unable to give the approval within the period, it shall be extended as necessary but shall not exceed 60 days from the lapse of the period.
When the Cabinet has given the approval or when the Director-General has given the permission under paragraph one, the Minister or the Director-General shall issue the license within 15 days of the date of the Cabinet's approval or the date of the Director-General's permission.
In giving the approval, the Minister may prescribe the conditions as stipulated by the Cabinet or described in the ministerial regulations issued under Section 18 in case of businesses under List Two or the Director-General may prescribe the conditions as stipulated in the ministerial regulations issued under Section 18 for the case of businesses under List Three.
If the Cabinet does not permit the foreigners to operate the businesses under List Two, the Minister shall notify the foreigners of the decision in writing within 30 days and the reasons for the disapproval shall be clearly indicated.
If the Director-General does not permit the foreigners to operate the businesses under List Three, the Director-General shall notify the foreigners of the decision in writing within 15 days and of the reasons for the disapproval shall be expressly indicated. The foreigners are entitled to lodge an appeal with the Minister and the provisions of Section 20 shall apply mutatis mutandis.Section 18. The Minister with the advice of the Committee is empowered to issue the ministerial regulations prescribing any of the following conditions for the foreign licensees to comply with;
(1) The ratio of the capital and loans to be used in the permitted business.
(2) Number of foreign directors who must have domicile in the Kingdom.
(3) Number and period for keeping the minimum capital in country.
(4) Technology or assets.
(5) Other necessary conditions.Section 19. If it turns out that any licensee or certificate grantee:
(1) violates the conditions prescribed by the Minister under paragraph one of Section 7;
(2) does not comply with the conditions prescribed in paragraph two of Section 11 or paragraph three of Section 17;
(3) violates Section 15;
(4) lacks the qualifications or has the prohibited characteristics under Section 16; or
(5) commits the offenses under Section 35.
Then in the cases under (1), (2), and (3), the Director--General shall give a written notification to the licensee or the certificate grantee instructing them to comply with the conditions under paragraph one of Section 7, paragraph two of Section 11 or paragraph three of Section 17 or correctly comply with Section 15, as the case may be, within the period that he deems appropriate. If the licensee or certificate grantee does not comply with the instruction as notified by the Director-General in writing without any appropriate reason, the Director-General shall be empowered to temporarily suspend the license or business operation for a suitable period but it must not exceed 60 days from the date of instruction. At the expiry of the periods, if the foreigner has not yet made a complete correction, the Director--General shall consider revoking the license or certificate or make a recommendation to the Minister to consider revoking the license as the case may be.
In the case of (4) and (5), the Director-General shall consider revoking the license or make a recommendation to the Minister to consider revoking the license as the case may be.Section 20. If the Director-General temporarily suspends the license or the business operation or revokes the license or certificate under paragraph two of Section 19, the licensee or the certificate grantee shall be entitled to lodge an appeal in writing with the Minister within 30 days of the date on which it receives the instruction.
The appeal will not stay the enforcement of the Director--General's instruction unless otherwise order by the Minister with the advice of the Committee.
The Minister shall make a decision on the appeal within 30 days of the date on which the appeal is submitted. The decision of the Minister shall be final.Section 21. Subject to Section 7, Section 19, and Section 20, the license shall be indefinitely valid until the licensee stops doing the permitted business. The certificate shall be valid for a period permitted by the Thai Government or as prescribed by the treaty for such business operation or throughout the period for which such business is investment promoted or the export industry or trade is allowed to be operated as the case may be except where the certificate grantee stops the permitted business operation prior to the expiry of the period, the certificate shall be valid until then.
The licensee or certificate grantee shall display the license or certificate at an overt place in his business premises.
If the license or the certificate is damaged or lost, an application for a substitute shall be made to the registrar within 15 days of the date on which the defect or loss is known.
The application and issuance of the substitute license or certificate shall be in accordance with the forms and procedures prescribed by the Minister but the period for issuing the substitute shall not exceed 30 days from the date on which the application if received. The substitute shall be deemed the document substituting the license or certificate until a new license or certificate is obtained.Section 22. If the license or the certificate grantee stops the business operation or relocates the office or place of business, a notification on the stoppage shall be filed with the registrar within 15 days of the stoppage date or relocation date in accordance with the forms and procedures prescribed in the ministerial regulations.
Section 23. There shall be a Foreign Business Committee consisting of the Permanent Secretary of the Ministry of Commerce as the Chairperson, Secretary General of the National Economic and Social Development Board, Secretary General of the Board of Investment, Representative of the Ministry of Defense, Represen-tative of the Ministry of Finance, Representative of the Ministry of Foreign Affairs, Representative of the Ministry of Agriculture and Co-operative, Representative of the Ministry of Transport and Communications, Representative of the Ministry of Interior, Representative of the Ministry of Labour and Social Welfare, Representative of the Ministry of Science, Technology and Environment, Representative of the Ministry of Industry, Represen-tative of the Ministry of Education, Representative of the Ministry of Public Health, Representative of the Law Society of Thailand, Representative of the Office of the Consumer Protection Board, Representative of the Royal Thai Police, Representative of the Thai Chamber of Commerce, Representative of the Federation of Thai Industries, Representative of the Thai Bankers Association and no more than 5 learned persons as appointed by the Minister as the Committee Members and the Director-General of the Commercial Registration Department shall be the Committee Member and Secretary.
The learned persons shall have the knowledge and expertise in economics, law, commerce, science, technology, environment, trade, investment, business administration, or industry and shall not be advisors to political parties or have any political position.
In the case where the representatives in Paragraph one are the representatives of government units, they shall have the positions that, in ranking, are not lower than Director-General position or equivalent thereof. And, in the case where they are the representatives of the Thai Chamber of Commerce, the Federation of Thai Industries, the Thai Bankers Association, they shall have the position ranking of not lower than a director of the Chamber, Federation or Association.Section 24. The learned committee members shall have the tenure of two years.
In the case where a committee member vacates the office prior to the expiry of his term or in the case where the Minister appoints additional committee members while the appointed committee members still have the tenure, the substitute committee members or the additional committee members shall retain their office during such time only as the appointed committee members are entitled to retain the office.
The learned committee members leaving the office shall be eligible for reappointment but they may not retain the office for two successive terms.Section 25. Apart from leaving the office under Section 24, the learned committee members shall leave the office upon;
(1) Death;
(2) Resignation;
(3) Being removed by the Minister due to disgraceful conduct, malfeasance, breaching his duty or being deficient in abilities;
(4) Being declared bankrupt;
(5) Being incompetent or quasi-incompetent;
(6) Being imprisoned by a final judgment except for offenses negligently committed or for misdemeanor offenses; or
(7) Lacking the qualification under paragraph two of Section 23.