US-Thailand Amity Treaty Company (“Amity” Company)

The Amity Treaty allows American nationals and U.S.-owned companies to establish a Thai company with special privileges. Under this treaty, so-called “Amity Companies” can operate similarly to Thai companies (despite being majority American-owned) making this a powerful option for U.S. investors who want to run a business in Thailand under national-treatment status. BASE Law Firm provides tailored advice for forming, operating, and managing Amity companies in compliance with Thai law.

Our service include:

Amity structure eligibility assessment
Shareholding and board compliance
Amity certification preparation
Treaty-compliant company formation
Ongoing governance and legal support
Work-permit and regulatory guidance

What Is an Amity (Treaty) Company?

The Amity Treaty (between Thailand and the U.S.) grants U.S. citizens and U.S.-based companies treatment on par with Thai nationals for many types of business.
Unlike most foreign-owned companies, an Amity Company is exempt from many of the Foreign Business Act restrictions that limit foreign participation in certain Thai industries.
To qualify, certain ownership and board requirements must be met: at least 51% of shares held by Americans and a majority of directors must be U.S. citizens.

Scope & Limitations of Amity Company Activities

Amity companies enjoy broad business freedom, but not all sectors are open under the Treaty. Prohibited or restricted activities include:

Land ownership: Amity companies are not allowed to own land in Thailand.
Restricted industries: Certain business areas remain off-limits, including:
- Domestic agriculture trade
- Natural resource extraction
- Communication and transport services
- Fiduciary services and certain banking functions

As such, businesses in manufacturing, consulting, trade, and many service-oriented sectors are well-suited to the Amity structure.

Eligibility for Amity Treaty Status

To set up an Amity company in Thailand, you must satisfy the following conditions:

Majority ownership by U.S. citizens or U.S.-incorporated entities.
Most (or at least 50%) of directors must be American.
The company must apply for and obtain an Amity certification from the Thai Ministry of Commerce (or the relevant authority), which formally recognizes it as a Treaty-protected entity.

Work Permits & Employment Considerations

Despite enjoying “national treatment,” foreign (including U.S.) employees working for an Amity Company generally still require Thai work permits.
The Amity Treaty does not exempt the company from normal labor and immigration obligations just because of its special status.

Benefits & Strategic Value

Why consider establishing an Amity Company?

Greater Ownership Flexibility: U.S. investors can hold a controlling or even full stake in a Thai entity, which is rare under standard foreign-ownership rules.
Broader Business Freedom: For non-restricted industries, Amity companies can operate much like Thai companies, minimizing regulatory barriers.
Long-Term Stability: This treaty-based arrangement provides predictability for U.S. businesses committed to the Thai market.
Compliance & Reputation: Operating under a recognized international treaty enhances legitimacy and reduces the risk of regulatory friction.

Risks & Things to Watch For

Sector Exclusions: Notably, Amity companies cannot operate in all sectors. Make sure the business activity you plan is not in the restricted list.
Certification Process: The Amity certification can take time. Working with legal experts helps ensure all documentation is properly prepared and submitted.
Ongoing Obligations: Even after certification, you must maintain U.S. majority ownership and meet the Treaty’s director-shareholder conditions; failure to do so may jeopardize Amity privileges.
Land Ownership: Because Amity companies cannot own land, real estate-heavy business models may need to pivot or use alternate structures.
Work Permits: Foreign employees (including U.S. nationals) still need to comply with Thai immigration and work permit laws – Amity does not waive this.

How BASE Law Firm Can Help

At BASE Law Firm, we guide American investors through all stages of setting up an Amity Treaty Company in Thailand:

Pre-Incorporation Advice
- Assess if Amity is appropriate for your business plan
- Compare with other structures (e.g., BOI-promoted, joint venture)
Amity Certification
- Prepare the application and supporting documents
- Coordinate with U.S. Embassy / Thai Ministry of Commerce for approvals
Corporate Structuring
- Help design your shareholding and board to meet Treaty criteria
- Advise on governance, shareholder rights, and transfer mechanisms
Compliance & Risk Management
- Ensure you remain compliant with Amity Treaty ownership and director rules
- Assist with work permit applications and labor compliance for staff
Strategic Planning
- Provide long-term guidance: exit, restructuring, or expansion considerations
- Monitor legal changes that may affect Amity status or reporting obligations

Summary

A U.S.–Thai Amity Treaty Company offers American businesses a unique, treaty-based pathway to operate in Thailand with a high degree of flexibility. While there are limits (particularly on sector and land ownership), the structure remains one of the most attractive options for U.S. investors seeking national-treatment status in Thailand. With experience and local knowledge, BASE Law Firm is ready to support you through the entire journey: from initial analysis to long-term operations.

If you’re considering launching an Amity Company or need expert help maintaining your Treaty status, contact BASE Law Firm for a strategic consultation.