Company Audit
Company Audit
For these who have a company whether real or only for owning property, this is a friendly reminder that your annual audit is due by May 31st and must be prepared by a licensed accountant. You must file regardless of whether your company traded or not. Failure to do so will result in fines. Your accountant needs to make a financial statement and submit it to the revenue office and file the corporate tax and submit this to the commercial office.
I opened a company some time ago with the purpose of buying a house.I did not buy one and then the rules changed but I did not do anything about the company.
My question to Jockey or anyone who might know is how do I close the company,must it be done through my accountants or can I do it myself?
The company has not traded in any shape or form since I started it.
Any help appreciated.
My question to Jockey or anyone who might know is how do I close the company,must it be done through my accountants or can I do it myself?
The company has not traded in any shape or form since I started it.
Any help appreciated.
Glory! Glory! Man Utd.
Higgy,
Its a fairly easy thing to do under normal circumstances, but as usual there are many papers to fill in etc. so its better done by a Thai at a minimum cost. If you do this yourself, you need to go to where the company is registered, Prachuabkirikhan or Pethchaburi, collect all the documents you need to fill in and get them signed by you and your shareholders (unless you as the director can sign on the shareholders behalf). Take all your company papers with you.
I think you should really go to an account company and pay about 5,000 baht to get this done. Do you still have all your company documents and how long have you had the company? Thats an important question. You don't want to face a massive back dated fine either! Alternatively, you could forget about it and hope they forget about you!
Its a fairly easy thing to do under normal circumstances, but as usual there are many papers to fill in etc. so its better done by a Thai at a minimum cost. If you do this yourself, you need to go to where the company is registered, Prachuabkirikhan or Pethchaburi, collect all the documents you need to fill in and get them signed by you and your shareholders (unless you as the director can sign on the shareholders behalf). Take all your company papers with you.
I think you should really go to an account company and pay about 5,000 baht to get this done. Do you still have all your company documents and how long have you had the company? Thats an important question. You don't want to face a massive back dated fine either! Alternatively, you could forget about it and hope they forget about you!
The company must:
1.Hold a Board of Directors' meeting to adopt and approve liquidation of the company and to fix dates for two separate General Meetings of shareholders to consider this. Any of the directors or a person authorized by the directors may issue notices calling for such shareholders' meetings, unless required otherwise by the Articles of Association of the company.
2.General Meeting (first) of the shareholders is to adopt a special resolution to liquidate and dissolve the Thai company. A liquidator and an auditor will be appointed by the meeting for such purpose.
3.General Meeting (the second) of the shareholders will confirm the special resolution adopted in the first meeting. The second meeting must be not less than fourteen days and not more than six weeks from the date of the first meeting, unless stated by the Articles of Association of the company.
4.Place two successive advertisements in a local newspaper announcing the company liquidation to allow creditors (if any) to make a claim for debts owed to them by the company.
5.Send to all creditors a letter by registered mail requesting them to file a debt claims owed to them by the company.
6.File the relevant application documents together with copies of the special resolutions with the Company and Partnership Registration Office, Commercial Registration Department, Ministry of Commerce, within 14 days from the date of the second shareholders' meeting.
7.The appointed auditor must prepare and certify the financial statements (Balance Sheet and Accounts) as of the date of dissolution. The date of such financial statements must be the date of the second shareholders' meeting (i.e., the confirming meeting).
8.Hold a shareholders' meeting to approve the financial statements for submission to the Ministry of Commerce.
9.Submit a report of the liquidator every three months to the Ministry of Commerce. This obligation shall continue until completion of the liquidation process.
10.Once the liquidator has cleared the assets and liabilities and has called on debtors for payment of debts to the company, the liquidator must call a final meeting of the shareholders to approve the final liquidation of the company. The minutes of the meeting shall be submitted to the Ministry of Commerce within fourteen days from the date of the meeting.
11.Submit application to the Thai Revenue Department for liquidation of the company and return the original Value Added Tax Certificate and original Tax Identification Card in the name of the company.
12.When the Revenue Department grants approval, the liquidator shall notify and submit a copy of such approval to the Ministry of Commerce in order to obtain final approval from the Ministry.
13.The liquidator has the duty to deposit all the company's books of accounts with the Registrar's office, where they shall be kept for ten years counting from the date of final approval of the liquidation. (In practice, the Ministry does not keep the books of accounts. Instead, it asks the liquidator to keep the books and notify the Registrar of such fact by letter.)
all can be done by a lawyer/accountant.
its not quite as easy as you think it will be and it will cost a few more baht also. im pretty sure about that
or you could ask about leaving the company dormant.
1.Hold a Board of Directors' meeting to adopt and approve liquidation of the company and to fix dates for two separate General Meetings of shareholders to consider this. Any of the directors or a person authorized by the directors may issue notices calling for such shareholders' meetings, unless required otherwise by the Articles of Association of the company.
2.General Meeting (first) of the shareholders is to adopt a special resolution to liquidate and dissolve the Thai company. A liquidator and an auditor will be appointed by the meeting for such purpose.
3.General Meeting (the second) of the shareholders will confirm the special resolution adopted in the first meeting. The second meeting must be not less than fourteen days and not more than six weeks from the date of the first meeting, unless stated by the Articles of Association of the company.
4.Place two successive advertisements in a local newspaper announcing the company liquidation to allow creditors (if any) to make a claim for debts owed to them by the company.
5.Send to all creditors a letter by registered mail requesting them to file a debt claims owed to them by the company.
6.File the relevant application documents together with copies of the special resolutions with the Company and Partnership Registration Office, Commercial Registration Department, Ministry of Commerce, within 14 days from the date of the second shareholders' meeting.
7.The appointed auditor must prepare and certify the financial statements (Balance Sheet and Accounts) as of the date of dissolution. The date of such financial statements must be the date of the second shareholders' meeting (i.e., the confirming meeting).
8.Hold a shareholders' meeting to approve the financial statements for submission to the Ministry of Commerce.
9.Submit a report of the liquidator every three months to the Ministry of Commerce. This obligation shall continue until completion of the liquidation process.
10.Once the liquidator has cleared the assets and liabilities and has called on debtors for payment of debts to the company, the liquidator must call a final meeting of the shareholders to approve the final liquidation of the company. The minutes of the meeting shall be submitted to the Ministry of Commerce within fourteen days from the date of the meeting.
11.Submit application to the Thai Revenue Department for liquidation of the company and return the original Value Added Tax Certificate and original Tax Identification Card in the name of the company.
12.When the Revenue Department grants approval, the liquidator shall notify and submit a copy of such approval to the Ministry of Commerce in order to obtain final approval from the Ministry.
13.The liquidator has the duty to deposit all the company's books of accounts with the Registrar's office, where they shall be kept for ten years counting from the date of final approval of the liquidation. (In practice, the Ministry does not keep the books of accounts. Instead, it asks the liquidator to keep the books and notify the Registrar of such fact by letter.)
all can be done by a lawyer/accountant.
its not quite as easy as you think it will be and it will cost a few more baht also. im pretty sure about that
or you could ask about leaving the company dormant.
"All the otters don't understand me"
"We might make you bother"
"We might make you bother"
Higgy,
If your company was formed within the last year then no worries and no fines, just close down declaring zero return and zero trading. If the company has been going for a few years without any end of year audits etc. your accountant will need to explain to the finance dept your story, and it would depend I think, how the story is told and how the administrator feels. It may be a good strategy for your accountant to say you've "gone back home" so there would be no point in trying to find you to fine you. Thats another reason you should stay well clear and let a trusted Thai close it down for you.
If your company was formed within the last year then no worries and no fines, just close down declaring zero return and zero trading. If the company has been going for a few years without any end of year audits etc. your accountant will need to explain to the finance dept your story, and it would depend I think, how the story is told and how the administrator feels. It may be a good strategy for your accountant to say you've "gone back home" so there would be no point in trying to find you to fine you. Thats another reason you should stay well clear and let a trusted Thai close it down for you.
Splitlid's answer is obviously more thorough than mine, but I think that pertains to a company that has traded and has accounts, tax returns etc. I still think it may be possible to explain the company was set up in name only but never traded, bought or sold anything, so possibly no need to be as thorough as Splitlids correct way to close a trading company down.
I should say also Splitlids post may well be true in your case, but I've always found the best people to ask is the actual department that registers your company, so an initial phone call would be best.
Please let us know how you get on, it will be interesting to find out how easy or difficult it was.
I should say also Splitlids post may well be true in your case, but I've always found the best people to ask is the actual department that registers your company, so an initial phone call would be best.
Please let us know how you get on, it will be interesting to find out how easy or difficult it was.
so true jockey, as we all know, rules and regs here tend to change as oftern as Khun Chias underpants. and even if they arnt changed they are smeared to suit the wearer.Jockey wrote:Splitlid's answer is obviously more thorough than mine, but I think that pertains to a company that has traded and has accounts, tax returns etc. I still think it may be possible to explain the company was set up in name only but never traded, bought or sold anything, so possibly no need to be as thorough as Splitlids correct way to close a trading company down.
I should say also Splitlids post may well be true in your case, but I've always found the best people to ask is the actual department that registers your company, so an initial phone call would be best.
Please let us know how you get on, it will be interesting to find out how easy or difficult it was.
*ugly images flash in back of mind*
ok ok have managed to close them out.
phew
"All the otters don't understand me"
"We might make you bother"
"We might make you bother"
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JimmyGreaves
- Legend
- Posts: 2923
- Joined: Mon Oct 17, 2005 5:06 am
- Location: HuaEireHin
Probably sold it on with profit. Think that you can sell it to someone as this could be a cheaper option for them than them paying to set a new one up.HHTel wrote:I had a company set up some time ago. Never used it and at year end, my accountant asked me if I wanted to pay the tax or, if I didn't need the company any more, and as it hadn't traded, then just let it die a natural death. Some years have passed and never heard a thing.
Diplomacy is the ability to tell a man to go to hell so that he looks forward to making the trip
Very true Jimmy, and I was thinking this may be an option for Higgy, but not if the company is very old and never paid any tax!JimmyGreaves wrote:Probably sold it on with profit. Think that you can sell it to someone as this could be a cheaper option for them than them paying to set a new one up.HHTel wrote:I had a company set up some time ago. Never used it and at year end, my accountant asked me if I wanted to pay the tax or, if I didn't need the company any more, and as it hadn't traded, then just let it die a natural death. Some years have passed and never heard a thing.
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huahindolly
- Specialist
- Posts: 125
- Joined: Mon Oct 01, 2007 3:44 pm
- Location: Hua Hin
Fees for tax preparation?
In others' experiences, how much does this tax preparation cost for a company that didn't do any business?
Thanks in advance,
HHD
Thanks in advance,
HHD