Knowledge

BOI Related Important Information

Can an individual apply for investment promotion?
Yes. An individual is eligible to submit an application for investment promotion and may also accept the approval resolution as an individual. However, at the stage of issuance of the Promotion Certificate, the applicant must be registered as a legal entity in Thailand, such as a company, cooperative, or foundation.

Main Steps in Applying for Investment Promotion

The investment promotion process, from application submission to receipt of the Promotion Certificate, consists of the following key steps:

Submission of the application for investment promotion
Project clarification meeting
Acceptance of the approval resolution
Issuance of the Promotion Certificate

Additional details can be found at:
https://www.boi.go.th/index.php?page=before_promo_apply_form

How to Submit an Application for Investment Promotion

Applicants may submit their investment promotion application through the e-Investment Promotion online system via
www.boi.go.th

For special measures or specific policy-based incentives, applications may also be submitted in document form at the BOI office or through the E-Submission online document delivery system.

How to Complete the Application Form

Applicants may complete the investment promotion application in either Thai or English. All required supporting documents, as specified by the BOI, must be uploaded through the e-Investment Promotion system at:
https://www.boi.go.th/un/boi_online_services_form

How to Contact the Board of Investment (BOI)

There are several channels to contact the BOI. For faster and more efficient communication, applicants are encouraged to contact BOI officers :
https://www.boi.go.th/th/contact_boi

Please select the relevant division or service group and send a message to initiate the conversation.

Project Clarification Meeting

When is project clarification required?
Applicants will receive a scheduled appointment for the project clarification meeting through the e-Investment Promotion system.

Applicants must:

Print the finalized application form saved in the system
Sign the completed form
Submit it on the date of the clarification meeting

The applicant (or an authorized representative) must attend the meeting with the responsible BOI officer to clarify details of the proposed investment project.

It is strongly recommended that applicants bring personnel who have a thorough understanding of the project, particularly in the areas of production, finance, and marketing, to ensure accurate and clear explanations. This helps facilitate faster and more efficient consideration of the application.

Project Approval Process

After the project clarification is completed, BOI officers will prepare a summary report and submit it for consideration by the Subcommittee or the Board of Investment, depending on the project’s investment value.

The approval process is typically completed within 40–90 working days.

Project Approval Criteria

To be eligible for investment promotion, a project must comply with the BOI’s approval criteria. Details are available at:
https://www.boi.go.th/index.php?page=criteria_for_project_approval2

Consolidation of Promotion Certificates

When a promoted investor operates multiple projects, whether promoted or non-promoted, the use of investment incentives must be strictly limited to each promoted project only.

For example:

Separate income and expense accounts must be maintained for each project
This ensures accurate calculation of net profits eligible for corporate income tax exemption

Once the tax incentive period for each promoted project has ended, the investor may apply to consolidate multiple promoted projects for more efficient internal management.

However, it should be noted that:

Each promoted project may receive different incentives
Incentive periods may begin and end at different times
Benefits under each Promotion Certificate may be used only for the specific project to which they apply

As a result, investors with multiple promoted projects must strictly control the use of incentives on a project-by-project basis. This can create administrative burdens in terms of personnel, time, and cost.

Guidelines for Consolidating Promotion Certificates

Investors may apply to consolidate two or more Promotion Certificates in order to:

Reduce administrative burden related to incentive management
Improve efficiency in the utilization of machinery across projects

The general conditions for approval are:

The projects should be fully operational, and
The corporate income tax incentive period should have already ended

If an investor wishes to consolidate projects that are not yet fully operational or whose tax incentives have not yet expired, consolidation may still be permitted. However, the investor must agree to relinquish incentives, leaving only those equivalent to the project with the least favorable benefits.

Consolidation of Raw Material Stock Accounts

In addition to project consolidation, promoted investors may request to consolidate raw material inventory accounts across projects without consolidating Promotion Certificates.

This approach helps reduce the administrative burden related to:

Import duty incentives
Raw material usage control
Inventory write-off and accounting for each individual project

Transfer and Acceptance of a BOI-Promoted Business

How does the transfer and acceptance of a promoted business work?

When a BOI-promoted investor transfers or sells a promoted business to another party, the existing Promotion Certificate may continue to be used for no longer than three (3) months from the date of transfer or sale.

If the transferee wishes to continue operating the promoted business under the terms and conditions specified in the Promotion Certificate, the transferee must submit an application to the BOI to accept the transfer of the promoted business. Upon approval, the BOI will grant the transferee the remaining incentives under the original project.

Procedures for Business Transfer and Acceptance

The transfer and acceptance of a promoted business are subject to the following procedures and consideration guidelines:

Application for Transfer
The transferee must submit an application for investment promotion to accept the transfer of the business (Form No. F PA PC 17).
The application must include:
- A letter of intent from the transferor, and
- An investment promotion application from the transferee
  These documents must be submitted simultaneously.
Timing of the Application
The application for business transfer should be submitted before the actual transfer takes place.
If the business has already been transferred prior to submitting the application, the existing Promotion Certificate will expire within three (3) months from the transfer date, which may result in the certificate expiring before approval is granted.
Rights and Obligations After Approval
If the transfer is approved, the transferee will receive only the remaining incentives under the original project and must strictly comply with all original conditions specified in the Promotion Certificate.
Liability for Non-Compliance
After the transfer, if it is later discovered that any conditions of the Promotion Certificate were violated—whether the violation occurred before or after the transfer—and such violation results in partial or full revocation of tax incentives, the transferee will be fully responsible for all related tax liabilities.
Scope of Transfer
The transfer may involve:
- The entire Promotion Certificate, or
- Only part of the promoted project
For example, if a promoted project produces Products A and B, the investor may apply to transfer only Product B. Each case will be considered on a case-by-case basis.

Key Precautions for Transferees

Comprehensive Due Diligence Required
Since the transferee will bear full tax liability for any non-compliance—regardless of whether it occurred before or after the transfer—the transferee should conduct a thorough review of the project’s compliance status prior to accepting the transfer.
Raw Material Transfer Considerations
If the transferee accepts only part of the raw materials imported under import duty exemption—or does not accept them at all—resulting in remaining raw materials with the transferor, the transferor must properly manage and settle the remaining raw material quantities in accordance with BOI regulations before submitting the transfer application.

Practical Example

Company A intends to accept the transfer of a garment manufacturing business from Company B.
After reviewing Company B’s assets, Company A agrees to purchase:

All assets, including 10 machines, and
All raw materials (fabric) listed in the asset account, totaling 100,000 yards

However, BOI records indicate that:

Company B originally imported 12 machines using import duty exemption, and
Imported 250,000 yards of fabric, for which export evidence has not yet been submitted to close the BOI raw material account

In this case, the BOI will deem that Company A has accepted the transfer of all machines and raw materials listed in the BOI accounts, and Company A will therefore be responsible for all related tax liabilities.

If it is later discovered that:

2 machines were sold domestically, and
150,000 yards of fabric were used to manufacture goods sold domestically

Such actions constitute non-compliance with BOI incentive conditions. The BOI will determine that the current promoted investor (Company A) is responsible for all related tax liabilities, regardless of when the violations occurred.

In this situation, the BOI will notify the Customs Department to proceed with tax assessment and collection from Company A as the transferee of the promoted business.

Business Merger, Incentive Management, and Land Ownership under BOI Regulations

Business Merger

When Company A and Company B merge into a single company—regardless of whether the new entity uses the name A, B, or C—the merged entity is considered a new legal entity under Thai law, separate from the original companies prior to the merger.

As a result, the BOI Promotion Certificates of Company A and Company B will expire within three (3) months from the effective date of the merger.

If the newly established company resulting from the merger wishes to continue enjoying investment promotion for the original projects of Company A and Company B, it must apply to accept the transfer of those promoted businesses, in the same manner as a standard business transfer.

If the company expected to result from the merger (Company C) has not yet been incorporated at the time of application, the application may be submitted in the name of an individual, provided that the intended company name is clearly specified in the application.

Company C must submit an application for investment promotion to accept the transfer of the existing promoted businesses. The BOI will consider granting only the remaining incentives under the original projects.

The procedures and consideration criteria for accepting a transfer in the case of a merger are identical to those applicable to normal business transfer cases.

Important Considerations for Business Mergers

Applications for investment promotion related to a merger must be submitted before the merger becomes legally effective.

Corporate income tax exemption on profits derived from the merged business will apply only from the date the BOI approves the promotion related to the merger.

If the application is submitted after the merger has already taken effect, or approval is granted at a later date, income earned during the interim period—from the merger date until the day before approval—will not be eligible for corporate income tax exemption.

Management of Rights and Benefits When Cancelling a Promotion Certificate

A promoted investor may request cancellation of a Promotion Certificate at any time. All guarantees, protections, and incentives will terminate on the date the BOI approves the cancellation.

Machinery and Raw Materials

If machinery and raw materials were imported under import duty exemption or reduction, and the Promotion Certificate is later cancelled:
- Machinery that has been in use for more than five (5) years from the import date will not be subject to import duty, provided BOI procedures are followed.
- Imported raw materials must either:
  - Have import duties paid in full, or
  - Be exported out of Thailand, in accordance with BOI regulations.

Foreign Juristic Persons and Land Ownership

If the promoted investor is a foreign juristic person and has exercised BOI-granted rights to own land, the land must be disposed of within one (1) year from the date the Promotion Certificate cancellation is approved.

Revocation of Promotion Certificates

If a promoted investor fails to comply with material conditions of investment promotion—such as:

Total investment (excluding land and working capital) falling below THB 1 million, or
Production processes deviating from those approved, resulting in project value-added falling below prescribed thresholds

The BOI may revoke the Promotion Certificate.

In the event of revocation:

All incentives may be withdrawn retroactively, as if the promotion had never been granted
The investor will be required to pay:
- Backdated import duties on machinery and raw materials (based on their condition at the time of import)
- Surcharges and penalties
- Backdated corporate income tax and value-added tax (VAT)

Land Ownership by Companies with Foreign Shareholders

Under the Land Code B.E. 2508 (1965), only:

Thai nationals, and
Thai juristic persons with at least 51% Thai shareholding

are generally permitted to own land in Thailand.

Exception under the Investment Promotion Act

Foreign companies (with Thai shareholding below 51%) that receive BOI promotion under the Investment Promotion Act B.E. 2520 (1977) may be granted land ownership rights under Section 27 for the purpose of operating promoted businesses.

Such land may be used to construct:

Factory buildings
Office buildings
Employee housing

provided that all structures are located within the same area as the factory.

The land must be used exclusively for the promoted activity.

If the promoted business ceases operations, the land must be disposed of within one (1) year from the cessation date. Failure to comply empowers the Director-General of the Land Department to dispose of the land under the Land Code.

Section 27 of the Investment Promotion Act (Summary)

Section 27 provides that:

Promoted investors may be permitted to own land in quantities deemed appropriate by the BOI
Such land must be used solely for promoted activities unless prior written approval is obtained
Upon business termination, the land must be sold within one year, failing which the Land Department has authority to dispose of it

Change from Thai-Majority to Foreign-Majority Shareholding

If a promoted project was originally Thai-majority owned but later applies for and receives BOI approval to change to foreign-majority ownership, the BOI will also approve land ownership rights under Section 27 concurrently.

Consideration Guidelines for Foreign Land Ownership for Factory Sites

For foreign juristic persons seeking land ownership for factory operations, the BOI will consider:

Verification of shareholder structure confirming foreign majority ownership
Compliance with the approved location specified in the Promotion Certificate
Appropriateness of land size relative to project scale
Detailed future expansion plans if land is requested for expansion
Environmental impact considerations, including land required for waste treatment or environmental protection systems

Required Documents for Land Ownership Approval under Section 27

Applicants must submit the following documents:

Application Form KorKorThor.40
General land location map showing boundaries, nearby areas, main roads, and access points
Copies of land title deeds and cadastral maps
Land utilization plan detailing:
- Factory buildings, offices, warehouses, housing, roads, open areas, and other structures
- Area calculations for each structure and total land use
- Explanation of any unused land and its intended purpose
- Boundary connections if multiple land plots are involved
Copy of the Promotion Certificate
Company letter requesting land ownership approval

Import Duty Exemption on Raw Materials for Export Production (Section 36)

What is the import duty exemption under Section 36?

Promoted projects that manufacture goods for export are entitled to:

Import duty exemption on raw materials and essential materials imported from overseas for production, assembly, or processing of export products
VAT guarantees, in accordance with BOI-prescribed criteria

Imported raw materials under this privilege must be used only for the promoted project and exclusively for manufacturing products for export, as specified in the Promotion Certificate.

If the raw materials are:

Used for domestic sales, or
Not exported

The promoted investor must pay:

Import duties based on the condition of the goods at the time of import
Customs surcharges and penalties
VAT, including applicable surcharges and penalties

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