Tag: Law Amendment

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Thailand Revises Visa Exemption Scheme: Shorter Stay Periods and a New Country-Based Category System

Introduction

On 14 July 2026, the Thai Cabinet approved a revision of Thailand’s visa exemption scheme. Under the revised framework, the current uniform 60-day visa exemption will be abolished and replaced with a country-based system that classifies eligible countries according to Thailand’s diplomatic relations and immigration risk assessment. Depending on the category assigned, eligible foreign nationals will be permitted to enter Thailand visa-free for stays of up to 30 or 15 days, or will remain eligible for a Visa on Arrival.

Background

In 2024, Thailand introduced a 60-day visa exemption for nationals of 93 countries and territories to stimulate tourism and support the country’s economic recovery following the COVID-19 pandemic. Since implementation, however, the government has identified several concerns associated with the scheme, including visa runs, illegal employment, nominee business arrangements, transnational crime, and visa overstays. In response, the government resolved to review and revise the existing visa exemption policy.

Key Changes

1. Introduction of a Tiered Visa Exemption Framework

30-Day Visa Exemption (59 Countries and Territories)

Nationals of 59 countries and territories will be eligible for visa-free entry for tourism purposes for stays of up to 30 days. The revised scheme extends this 30-day entitlement to six countries that were not previously covered:

  • India
  • Croatia
  • Bulgaria
  • Cyprus
  • Malta
  • Maldives

With these additions, all 27 European Union Member States will receive the same 30-day visa exemption entitlement, promoting greater consistency across Thailand’s visa policy. The government expects this measure to strengthen diplomatic relations, support future discussions on Schengen visa exemptions for Thai nationals, and facilitate continued economic and trade cooperation with partner countries.

15-Day Visa Exemption (2 Countries)                                                                                                                                                                            

Nationals of Mauritius and Seychelles will be eligible for visa-free entry for stays of up to 15 days. The government intends to periodically review this entitlement based on tourism statistics and visitor spending patterns.

Visa on Arrival (3 Countries)

Nationals of the following three countries will remain eligible to obtain a Visa on Arrival at Thailand’s immigration checkpoints:

  • Azerbaijan
  • Belarus
  • Serbia

2. Implementation of the “One Country, One Entitlement” Policy

Under the revised framework, each country will be eligible for only one immigration privilege, and overlapping schemes will be eliminated. For example, India will no longer be eligible for a Visa on Arrival, as it has instead been granted 30-day visa exemption status.

3. Enhanced Border Screening

The government will strengthen the Thailand Digital Arrival Card (TDAC) system by integrating it with relevant government databases, improving immigration risk assessment, border screening, and monitoring of visa exemption usage.

The Cabinet resolution provides for a revised visa framework covering a reported total of 65 countries and territories across the categories described above. The complete list of eligible countries and territories in each category has not yet been officially published; further detail is expected in forthcoming Ministry of Interior notifications and related subordinate legislation.

Effective Date

The revised measures have not yet entered into force. They will take effect 15 days after the relevant Ministry of Interior notifications are published in the Royal Gazette. Until that time, the existing immigration rules remain in effect, and foreign nationals who enter Thailand before the change takes effect will be permitted to remain for the duration of their existing permitted stay.

Key Takeaways

  • The revised measures are pending implementation and will take effect 15 days after publication in the Royal Gazette.
  • Thailand will replace its uniform 60-day visa exemption scheme with a tiered, country-based system.
  • The revised scheme aims to balance tourism promotion and ease of international travel against the prevention of visa abuse and the strengthening of immigration control and national security.
  • Eligible countries will receive 30-day or 15-day visa-free entry, while three countries retain Visa on Arrival status; overlapping privileges are removed under the “one country, one entitlement” policy.
  • The TDAC system will be enhanced to strengthen immigration screening and monitoring.

Author: Panisa Suwanmatajarn, Managing Partner.

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Managing Regulatory Due Diligence for Cross-Border Investors in Financial and Digital Asset Businesses

Introduction:

Cross-border investments in financial services and digital asset businesses present unique regulatory challenges that extend well beyond traditional legal or financial due diligence. Whether an investor is acquiring a licensed payment service provider, a securities business, a digital asset exchange, or a fintech company operating under sector-specific regulation, the value of the transaction can depend as much on the target’s regulatory standing as on its commercial performance.

Unlike ordinary commercial businesses, regulated entities operate under continuing supervision. Their ability to conduct business depends not only on maintaining the necessary licenses but also on demonstrating ongoing compliance with governance requirements, prudential standards, anti-money laundering obligations, cybersecurity controls, and consumer protection rules. A company with strong financial performance may nevertheless represent a significant acquisition risk if its regulatory compliance has deteriorated or if it is subject to undisclosed supervisory concerns.

For cross-border investors unfamiliar with the Thai regulatory landscape, regulatory due diligence is therefore not merely a legal exercise. It is an essential component of transaction risk assessment and should begin early in the acquisition process.

Looking Beyond the License:

One of the most common misconceptions among foreign investors is that verifying the existence of a regulatory license is sufficient. In reality, the existence of a license represents only the starting point of the analysis.

Many regulated businesses have evolved over time, expanding their products and services beyond the scope originally contemplated when their licenses were granted. A fintech company may initially have operated as an electronic payment platform before introducing digital lending, cross-border remittance services, or digital asset-related products. Each new business activity may require separate regulatory approval or may be subject to different supervisory requirements.

Regulatory due diligence should therefore examine whether every revenue-generating activity falls within the scope of the target’s existing licenses and whether any exemptions relied upon remain available. It is equally important to determine whether any license conditions have been imposed by regulators and whether the company has complied with those conditions throughout its operations.

Regulatory Approval May Determine Whether the Transaction Can Close:

Unlike acquisitions involving ordinary commercial companies, transactions involving regulated financial businesses frequently require regulatory approval before completion. In some sectors, a change in significant shareholding or control may not become legally effective until the relevant regulator has approved the transaction. Other regulatory regimes may require post-closing notifications or impose “fit and proper” assessments on incoming shareholders, directors, or senior management.

Consequently, regulatory due diligence should identify not only the approvals required for the target’s day-to-day operations but also those triggered by the proposed acquisition itself. Failure to identify these requirements early can delay completion, affect financing arrangements, or require restructuring of the transaction.

Cross-border investors should also consider whether foreign ownership restrictions, residency requirements, or limitations on board composition may influence the post-closing governance structure.

Compliance Culture Often Matters More Than Written Policies:

Modern financial regulators increasingly assess how compliance operates in practice rather than whether a company simply maintains a complete set of written policies.

Accordingly, regulatory due diligence should extend beyond reviewing compliance manuals and internal procedures. Investors should seek evidence that compliance functions are adequately resourced, that internal reporting mechanisms operate effectively, and that senior management actively oversees regulatory risk.

The company’s interactions with regulators may provide particularly valuable insight. Inspection reports, supervisory correspondence, warning letters, remediation plans, and historical enforcement actions often reveal recurring compliance weaknesses that are not apparent from corporate documentation alone. Even where no formal penalties have been imposed, repeated supervisory findings may indicate weaknesses in governance or internal controls that require significant remediation after closing.

Technology Risk Has Become a Core Regulatory Issue:

Technology is now central to regulatory supervision of financial institutions and digital asset businesses. Cybersecurity failures, operational disruptions, and weaknesses in technology governance increasingly attract regulatory attention regardless of whether they result in customer losses.

For investors, this means regulatory due diligence should include an assessment of cybersecurity governance, incident response procedures, disaster recovery planning, outsourcing arrangements, cloud service management, and operational resilience frameworks. Businesses operating digital asset platforms should also be assessed for wallet security, custody arrangements, transaction monitoring systems, and market surveillance capabilities.

Technology deficiencies may not immediately affect valuation but can require substantial investment after completion to satisfy regulatory expectations.

AML and Financial Crime Controls Remain High-Risk Areas:

Anti-money laundering and counter-terrorism financing compliance continues to be among the highest enforcement priorities for financial regulators. Deficiencies in customer due diligence, transaction monitoring, sanctions screening, or suspicious transaction reporting can expose regulated businesses to substantial regulatory sanctions and reputational damage.

Investors should therefore evaluate not only the target’s written AML policies but also the effectiveness of their implementation. Questions such as how high-risk customers are identified, how beneficial ownership is verified, and how suspicious transactions are escalated can provide a clearer picture of the target’s compliance maturity than policy documents alone.

Where previous regulatory inspections have identified AML deficiencies, investors should assess whether remediation has been completed and whether regulators remain satisfied with the company’s corrective measures.

Data Protection and Outsourcing Should Not Be Overlooked:

Financial institutions increasingly rely on external service providers for cloud infrastructure, customer verification, payment processing, and cybersecurity services. While outsourcing may improve operational efficiency, regulators continue to emphasize that responsibility for regulatory compliance ultimately remains with the licensed entity.

Accordingly, regulatory due diligence should review the contractual framework governing outsourced services, the company’s oversight of critical vendors, and its contingency planning should key service providers become unavailable.

Similarly, businesses handling significant volumes of customer information should be assessed for compliance with personal data protection requirements, particularly where customer information is transferred across borders or processed by third-party vendors.

Due Diligence Findings Should Shape Transaction Documents:

Regulatory due diligence should not end with the preparation of a report. Its findings should directly influence transaction structuring and the allocation of risk between buyer and seller.

Where significant compliance concerns are identified, investors may seek enhanced representations and warranties regarding licensing, regulatory compliance, anti-money laundering controls, cybersecurity, and data protection. Specific indemnities may be appropriate for known regulatory investigations or historical compliance failures. In some cases, buyers may also require identified deficiencies to be remediated as conditions precedent before closing.

Integrating regulatory due diligence into transaction documentation helps ensure that regulatory risks are appropriately allocated and reduces the likelihood of post-completion disputes.

Conclusion:

As financial regulation becomes increasingly complex and technology-driven, regulatory due diligence has evolved from a narrow licensing review into a comprehensive assessment of an institution’s regulatory health. For cross-border investors, understanding how a target interacts with regulators, manages compliance risks, and maintains operational resilience is often as important as evaluating its financial performance.

A well-executed regulatory due diligence exercise enables investors to identify hidden regulatory exposures, anticipate approval requirements, negotiate more effective contractual protections, and develop realistic post-acquisition integration plans. In regulated financial and digital asset sectors, it is often the quality of regulatory compliance—not simply the quality of the business—that ultimately determines whether an investment achieves its intended value.

Key Takeaways:

  • In acquisitions involving financial and digital asset businesses, robust regulatory due diligence is essential to preserving investment value and minimizing post-closing regulatory exposure.
  • Regulatory due diligence should evaluate the target’s overall regulatory health rather than simply confirming the existence of licenses.
  • Investors should assess governance, supervisory history, AML/CTF controls, cybersecurity, data protection, outsourcing arrangements, and change-of-control requirements alongside licensing compliance.
  • Early identification of regulatory risks helps facilitate transaction planning, regulatory approvals, and appropriate contractual risk allocation.

Author: Panisa Suwanmatajarn, Managing Partner.

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BOT: Bank of Thailand Introduces Stricter Rules on Large Cash Transactions to Combat Illicit Flows

The Bank of Thailand (BOT) is set to implement enhanced oversight on significant cash movements as part of efforts to address gray-area financial activities, reduce risks of money laundering, and promote greater transparency in the financial system.

Under the upcoming regulations, financial institutions will soon be required to perform detailed customer due diligence for any cash withdrawal exceeding 5 million baht in a single transaction. Customers must clearly explain the source of the funds and the intended purpose of the cash. If the explanation is unsatisfactory or unverifiable, banks may restrict or decline to process the transaction.

This measure primarily targets unusual or high-risk cash usage that could be linked to informal, unregulated, or illicit activities. In a later phase, similar requirements will apply to cash deposits of 5 million baht or more, where the origin of the funds must also be justified.

The BOT has indicated that legitimate needs—such as those of small and medium-sized enterprises (SMEs), individuals conducting regular business operations, or other verifiable purposes—will continue to be accommodated, provided appropriate documentation and explanations are provided. However, the rules aim to make large-scale cash handling more accountable and discourage reliance on physical currency for questionable purposes.

Looking ahead, after an initial implementation period and evaluation of impacts (including any effects on ordinary users), the threshold may be lowered to 3 million baht for both withdrawals and deposits to further strengthen controls.

These changes form part of broader initiatives to tackle structural economic vulnerabilities, encourage electronic payments where practical, and limit opportunities for crime or opaque transactions.

Impact on the Public:

Most everyday individuals and small businesses will remain largely unaffected, as transactions below the 5 million baht threshold face no new requirements, and legitimate large needs can proceed with proper justification.

People or entities accustomed to handling large cash amounts (e.g., for property deals, business purchases, or other high-value activities) will need to prepare explanations and supporting evidence in advance, potentially adding time and documentation steps at the bank.

Those involved in informal or gray-area dealings may find it significantly harder to move large sums in cash without scrutiny, increasing the risk of restrictions or reporting to authorities.

Overall, the shift promotes safer, more traceable financial habits while aiming to reduce crime risks associated with large cash volumes and ease burdens through related reviews of common banking fees.

Key Takeaways:

Implementation is expected in the near future (early to mid-March timeframe), giving the public time to adjust to more accountable cash handling practices.

Cash withdrawals over 5 million baht will require clear justification of purpose and source; unsatisfactory explanations may lead to restrictions.

The rules will later extend to large cash deposits and could lower the threshold to 3 million baht after review.

Legitimate users (e.g., SMEs and individuals with valid reasons) can continue transactions by providing details—no outright ban is intended.

Author: Panisa Suwanmatajarn, Managing Partner.

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Thailand Moves to Expand Access to Altruistic Surrogacy Following Marriage Equality

Thailand is considering significant amendments to its legal framework governing surrogacy, with proposed reforms intended to broaden access to assisted reproductive technology while maintaining the country’s longstanding prohibition on commercial surrogacy.

The Ministry of Public Health and relevant government agencies are currently developing amendments to the Protection for Children Born through Assisted Reproductive Technologies Act B.E. 2558 (2015). The proposed changes follow the implementation of Thailand’s marriage equality legislation, which exposed inconsistencies between the country’s family law and the existing surrogacy regime.

The draft legislation has not yet been enacted. It remains subject to public consultation and further legislative consideration.

Why Reform Is Being Considered: 

The current surrogacy law was enacted before Thailand recognized same-sex marriage. As a result, several provisions governing intended parents continue to refer to a “husband” and “wife,” effectively limiting access to opposite-sex married couples.

Following the entry into force of the Marriage Equality Act, the government has acknowledged the need to align the assisted reproduction framework with the broader legal recognition of marriage regardless of gender. The proposed amendments are therefore intended to modernize the legislation by adopting gender-neutral terminology and expanding eligibility for lawful surrogacy arrangements.

Key Proposed Amendments:

Although the draft bill may continue to evolve during the legislative process, the principal proposals under discussion include:

  • extending eligibility for altruistic surrogacy to legally married same-sex couples;
  • replacing gender-specific references in the existing legislation with gender-neutral terminology consistent with the Marriage Equality Act; and
  • expanding eligibility for certain foreign married couples, subject to statutory conditions and safeguards that are still under consideration.
  • The final scope of these amendments, including any nationality, residency, or other qualifying requirements applicable to foreign couples, has not yet been finalized.

Current Legal Position:

Until the proposed amendments become law, the existing statutory framework remains fully effective.

The current legislation permits only altruistic surrogacy, under which a surrogate mother cannot receive financial compensation beyond expenses permitted by law. Commercial surrogacy remains strictly prohibited and is subject to criminal penalties.

The Act also imposes detailed eligibility requirements for intended parents and surrogate mothers, together with regulatory oversight designed to safeguard the interests of both surrogate mothers and children born through assisted reproductive technologies.

Practical Implications

If enacted, the amendments would represent the most significant reform of Thailand’s surrogacy regime since the legislation first came into force.

For married same-sex couples, the reforms would remove one of the remaining legal inconsistencies following the recognition of marriage equality by allowing access to lawful surrogacy under the same regulatory framework applicable to other eligible married couples.

The proposed extension to certain foreign married couples may also make Thailand’s regulatory framework more accessible in cross-border family-building cases. However, there is no indication that the government intends to relax its prohibition on commercial surrogacy or weaken existing safeguards designed to prevent exploitation and reproductive tourism. Any expansion of eligibility is expected to remain subject to stringent statutory controls.

Legislative Outlook:

The proposed amendments remain at the policy development and legislative drafting stage. Accordingly, prospective intended parents, fertility clinics, healthcare providers, and legal practitioners should continue to comply with the existing legal framework until any amendments are formally enacted and accompanying regulations are issued.

Key Takeaways:

  • Businesses and professionals involved in fertility services should monitor the progress of the legislation, as the final provisions may differ from the current draft.
  • Thailand is preparing amendments to its surrogacy legislation following the implementation of marriage equality.
  • The proposed reforms would allow legally married same-sex couples to access altruistic surrogacy under the statutory framework.
  • The draft bill also contemplates expanding eligibility for certain foreign married couples, although the applicable conditions have not yet been finalized.
  • The amendments remain under legislative consideration and have not yet entered into force.
  • The existing legal framework continues to apply, including the prohibition on commercial surrogacy.

Author: Panisa Suwanmatajarn, Motana Sumetsawat, Tanadol Rungruengnoravet, and Pannaphat Suwantharakorn

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Anti-Bribery: Digital Government Data Integration Raises Compliance Expectations

Thailand’s Cabinet has acknowledged progress on a series of anti-bribery initiatives designed to strengthen transparency and improve the government’s ability to detect corruption. While the measures remain at the policy and implementation stage, they indicate a clear direction toward greater use of digital government systems, cross-agency data integration, and risk-based monitoring.

For businesses that interact with government agencies, participate in public procurement, or operate in regulated industries, these developments are likely to increase compliance expectations even before new legal requirements are formally introduced.

Key Policy Developments:

The government’s anti-bribery initiatives contemplate a more integrated approach to corruption prevention through digital technologies and inter-agency cooperation. Key initiatives include:

  • Integration of financial, tax, and public procurement data across government agencies.
  • Greater public disclosure of government information through centralized digital platforms.
  • Expansion of end-to-end digital government services to reduce discretionary human interaction.
  • Use of data analytics and risk assessment tools to identify suspicious transactions and detect corruption proactively.
  • Consideration of incentive mechanisms to encourage greater private-sector participation in anti-corruption efforts.

Although these initiatives primarily reflect policy direction, they are consistent with Thailand’s broader digital government strategy and increasing reliance on technology to strengthen regulatory oversight.

Practical Implications for Businesses:

Businesses should anticipate that government agencies will increasingly be able to cross-reference information obtained from different regulatory systems. As digital integration expands, inconsistencies or unusual transaction patterns may become more visible.

Particular attention should be paid to:

Increased Cross-Database Verification:

Payments, tax filings, procurement records, licensing information, and other regulatory submissions may increasingly be compared across multiple government databases. Information that previously existed in separate systems may become easier for authorities to analyze collectively.

Higher Scrutiny of Third-Party Relationships:

Transactions involving consultants, agents, brokers, intermediaries, subcontractors, and other third parties are likely to attract greater regulatory attention. Authorities may increasingly examine whether such arrangements serve legitimate business purposes or could conceal improper payments or undisclosed benefits.

Enhanced Documentation of Business Hospitality and Related Expenditures:

Corporate hospitality, gifts, sponsorships, charitable contributions, travel expenses, and any facilitation-type payments should be supported by clear business justifications, documented approval processes, and appropriate accounting records. Well-documented decision-making will become increasingly important if government agencies rely on integrated digital records during investigations.

Greater Focus on Third-Party Due Diligence:

Businesses should expect growing emphasis on robust third-party risk management, including:

  • Appropriate due diligence before engaging intermediaries;
  • Verification of beneficial ownership where appropriate;
  • Ongoing monitoring of higher-risk business partners; and
  • Documentation demonstrating that compensation arrangements are commercially reasonable.

Recommended Compliance Actions:

Even in the absence of new mandatory legal obligations, organizations should consider reviewing whether their anti-corruption compliance framework remains appropriate for an increasingly data-driven enforcement environment.

Areas for review include:

  • Anti-bribery and anti-corruption policies;
  • Approval matrices for gifts, entertainment, sponsorships, donations, and government-related expenditures;
  • Conflict-of-interest declaration procedures;
  • Gift and hospitality registers;
  • Third-party due diligence procedures;
  • Beneficial ownership verification processes;
  • Record-keeping and supporting documentation standards; and
  • Whistleblowing channels and internal investigation procedures.

Particular attention should be given to employees who regularly interact with government officials, including sales personnel, business development teams, procurement staff, regulatory affairs personnel, and employees responsible for obtaining government approvals or participating in public procurement.

Looking Ahead:

The government’s continued investment in digital infrastructure suggests that anti-corruption enforcement may increasingly rely on data integration and analytical tools rather than solely on traditional investigations or complaints. As government agencies gain greater ability to connect information across multiple regulatory systems, businesses should expect higher standards of transparency, documentation, and governance.

Organizations that strengthen their compliance controls now will be better positioned to respond to increased regulatory scrutiny and demonstrate effective anti-bribery compliance as Thailand’s digital government initiatives continue to evolve.

Key Takeaways:

Businesses should review their anti-bribery policies, third-party due diligence procedures, conflict-of-interest controls, gift registers, and whistleblowing mechanisms to ensure they remain effective in an increasingly digital regulatory environment.

Government agencies are moving toward greater integration of financial, tax, procurement, and regulatory data.

Cross-agency data sharing is likely to increase the detection of inconsistent or high-risk transactions.

Third-party relationships, including consultants, agents, brokers, and subcontractors, are expected to receive greater scrutiny.

Gifts, hospitality, sponsorships, charitable contributions, and other government-related expenditures should be supported by clear documentation and approval records.

Author: Panisa Suwanmatajarn, Managing Partner.

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Supreme Court Confirms Internal Estate Rules Cannot Override the Land Allocation Act

A recent Supreme Court judgment provides important guidance on the limits of a housing estate juristic person’s authority under the Land Allocation Act. In Supreme Court Judgment, the Court held that internal regulations and resolutions adopted by members cannot override mandatory statutory provisions or expand the powers granted to a housing estate juristic person under the Act.

Although the dispute concerned the retention of a construction security deposit, the decision has broader implications for developers, housing estate juristic persons, property managers, and homeowners. It reinforces the principle that private governance documents cannot be used to circumvent statutory protections established under the Land Allocation Act.

Background:

The dispute arose after a homeowner obtained permission from a housing estate juristic person to renovate a house within the estate. As required under the estate’s procedures, the homeowner paid construction security deposits before commencing the renovation works.

The renovation was completed without causing any damage to the estate’s common property or infrastructure. The homeowner subsequently requested the return of the deposits.

The housing estate juristic person refused to refund the full amount, arguing that, under its internal regulations and resolutions adopted at members’ meetings, it was entitled to retain part of the deposits as contributions toward the maintenance of common property.

The Court of First Instance dismissed the homeowner’s claim. However, the Court of Appeal reversed that decision and ordered the housing estate juristic person to refund the retained amount together with statutory interest. The housing estate juristic person appealed to the Supreme Court.

Supreme Court’s Decision:

The Supreme Court upheld the appellate judgment.

The Court first examined the legal purpose of a construction security deposit. It held that such a deposit is intended solely to secure compensation for potential damage to common property or common facilities arising from construction or renovation works.

Because the renovation had been completed without any damage to the common property, the purpose of the security deposit had been fulfilled. Consequently, the housing estate juristic person had no legal basis to continue holding the deposit.

The Court rejected the argument that the retained amount could instead be treated as common area maintenance fees.

Internal Regulations Cannot Override the Act:

The central issue before the Supreme Court was whether the housing estate juristic person could rely on its internal regulations and resolutions adopted by members to justify retaining part of the construction security deposit.

The Court answered this question in the negative.

The Supreme Court observed that the collection and administration of maintenance fees for common property are comprehensively governed by the Land Allocation Act and the subordinate regulations issued under that legislation. The statutory framework prescribes how maintenance fees are to be imposed, collected, and administered.

Accordingly, a housing estate juristic person cannot create an alternative collection mechanism simply because it has been approved by members or incorporated into the estate’s internal regulations.

The Court emphasized that internal regulations may facilitate the administration of the estate but cannot enlarge the statutory powers granted by the Land Allocation Act or create rights that are inconsistent with the legislation.

The Land Allocation Act Is Mandatory Legislation:

Perhaps the most significant aspect of the judgment is the Court’s characterization of the Land Allocation Act itself.

The Supreme Court expressly stated that the Act is legislation enacted to protect purchasers of land allocation projects and concerns matters of public order. As a result, private arrangements that are inconsistent with the statutory framework cannot prevail.

This means that even unanimous resolutions adopted by members of a housing estate juristic person cannot authorize practices that conflict with the Act.

The Court further reasoned that allowing construction security deposits to be retained as maintenance fees would effectively establish an alternative method of collecting maintenance fees that is not contemplated by the legislation. Such an arrangement would undermine the statutory scheme governing the management of housing estates.

Practical Implications:

The judgment has implications extending well beyond construction security deposits.

Housing estate juristic persons should review their bylaws, regulations, and resolutions to ensure that they remain consistent with the Land Allocation Act. Provisions that seek to create additional collection rights or modify statutory obligations may be vulnerable to legal challenge.

Developers and property managers should likewise review renovation procedures and security deposit arrangements to ensure that deposits are used solely for their intended purpose and are refunded promptly once the statutory conditions for their retention no longer exist.

The decision also serves as a reminder that internal governance documents—including estate regulations, bylaws, and members’ resolutions—cannot enlarge statutory powers or circumvent mandatory provisions enacted to protect purchasers.

Key Takeaways:

Housing estate juristic persons should review their internal regulations and operational practices to ensure they do not purport to exercise powers beyond those conferred by the Land Allocation Act.

Supreme Court Judgmentconfirms that internal regulations and members’ resolutions of a housing estate juristic person cannot override the Land Allocation Act.

The Land Allocation Act provides the exclusive statutory framework governing the collection and administration of maintenance fees.

Construction security deposits may only be used for their statutory purpose of securing compensation for damage arising from construction or renovation works.

Once renovation is completed without damage, the legal basis for retaining the security deposit ceases to exist.

The Supreme Court reaffirmed that the Land Allocation Act is mandatory legislation enacted to protect purchasers and concerns matters of public order, meaning inconsistent private arrangements are unenforceable.

Author: Panisa Suwanmatajarn, Managing Partner.

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Thailand signals a shift toward expenditure-based management of universal healthcare

Thailand’s universal healthcare system has long been regarded as one of the country’s most successful public policy achievements. However, increasing healthcare utilization, an aging population, rising treatment costs, and fiscal constraints are prompting policymakers to reconsider how the system should be financed over the long term.

Recent policy discussions within the Ministry of Public Health indicate that the focus is no longer solely on expanding healthcare benefits. Instead, the government appears to be moving toward a framework that emphasizes expenditure management, efficiency, and value-based healthcare while maintaining universal access to essential medical services.

Shift from expanding benefits to managing sustainability:

Thailand’s public healthcare system is primarily delivered through three government-funded schemes:

  • the Universal Coverage Scheme (UCS);
  • the Social Security Scheme (SSS); and
  • the Civil Servant Medical Benefit Scheme (CSMBS).

Although annual government appropriations for these schemes have continued to increase, healthcare expenditure has grown at an even faster pace due to demographic changes, increasing prevalence of chronic diseases, advances in medical technology, and greater public expectations regarding access to treatment. Policymakers have therefore expressed concern that healthcare expenditure may outpace long-term fiscal capacity unless structural reforms are implemented.

Proposed expenditure management measures:

Current policy discussions suggest that future reforms may include greater reliance on expenditure controls rather than across-the-board budget increases.

Measures under consideration reportedly include:

  • expenditure ceilings for public hospitals;
  • tighter monitoring of hospital operating costs, pharmaceuticals, and medical supplies;
  • wider use of digital technologies and data analytics to improve financial oversight;
  • periodic review of healthcare benefit packages to prioritize clinically effective and cost-effective services; and
  • broader adoption of value-based healthcare models that reward providers based on patient outcomes rather than service volume.

These initiatives reflect an effort to improve efficiency without fundamentally changing the principle of universal healthcare coverage.

Potential implications for healthcare providers:

Public hospitals may face increasing pressure to operate within fixed budgetary allocations while maintaining service quality. More sophisticated financial management, procurement practices, and clinical governance are therefore likely to become increasingly important.

Healthcare providers may also experience:

  • greater scrutiny of prescribing practices;
  • stronger emphasis on evidence-based treatment pathways;
  • expanded use of health technology assessment in reimbursement decisions; and
  • increased reporting and compliance obligations relating to cost management.

Private healthcare providers participating in government reimbursement programs may likewise experience closer oversight of reimbursement methodologies and service delivery standards.

Regulatory considerations:

While no legislative amendments have fundamentally altered Thailand’s universal healthcare framework, any future implementation of expenditure caps or revised reimbursement mechanisms will require careful alignment with existing legislation governing public health financing and healthcare entitlements.

Future regulatory developments may include:

  • revised payment methodologies;
  • updated reimbursement criteria;
  • enhanced procurement controls;
  • expanded digital monitoring of healthcare expenditure; and
  • revised administrative guidelines governing public healthcare providers.

Businesses operating in the healthcare, pharmaceutical, medical device, and digital health sectors should therefore continue to monitor policy developments, as changes in reimbursement and procurement practices may influence market access and commercial strategies.

Key takeaways:

  • Thailand is shifting its healthcare policy emphasis from expanding benefits toward improving financial sustainability.
  • Expenditure management and value-based healthcare are emerging as central policy themes.
  • Public hospitals are likely to face tighter budgetary controls and enhanced financial oversight.
  • Healthcare suppliers should anticipate increasing scrutiny of reimbursement, procurement, and cost-effectiveness.
  • Although universal healthcare remains intact, future reforms are expected to focus on preserving the system through more disciplined allocation of healthcare resources rather than unlimited expenditure growth.

Author: Panisa Suwanmatajarn, Managing Partner.

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New Apostille Rules Simplify Thailand Working and Retirement Visa Renewal Documents Requirement

The Immigration Bureau has issued Immigration Bureau Order No. 122/2026 (the “Order”), amending certain documentary requirements under Immigration Bureau Order No. 12/2025 for applications for renewal of visa. The Order came into effect on 28 May 2026.

Previously, where certain prescribed documents were unavailable, applicants were generally required to authenticate them through notarization by a notary public, legalization by a Royal Thai Embassy or Royal Thai Consulate-General, and super-legalization by Thailand’s Ministry of Foreign Affairs. The new Order introduces Apostille certification as an alternative method of authentication for specified documents.

Key Amendments

The amendments primarily benefit foreign nationals applying for the renewal of Non-Immigrant “B” (Business) and Non-Immigrant “O-A” (Retirement) categories. In particular, the changes are expected to benefit foreign nationals working for foreign companies operating in Thailand through their representative offices, regional offices, and branch offices set up in Thailand requiring renewal of their visa, for which the affidavits or certificates of incorporation relating to those offices are required to be submitted. The amendment also benefits foreign retirees required to submit health insurance documents or evidence of state welfare benefits issued or granted overseas.

Previously, such documents were generally required to be certified by the issuing authority and/or notarized, followed by legalization by a Royal Thai Embassy or Royal Thai Consulate-General and super-legalization by Thailand’s Ministry of Foreign Affairs. The amendment streamlines this process by reducing the number of authentication steps required for eligible documents.

The amendments also address practical difficulties faced by representative offices, regional offices, and branch offices of foreign companies in obtaining certain corporate registration documents. In practice, the Department of Business Development (DBD) may not issue particular certificates in certain circumstances The revised requirements therefore provide greater flexibility where equivalent DBD-issued documents are unavailable.

Conclusion

The Order represents a practical modernization of Thailand’s immigration procedures by introducing Apostille certification as an alternative method of authenticating documents for certain business and retirement-based applications.

Although the amendments do not alter the substantive eligibility requirements of renewal of visa, they simplify documentary compliance, reduce reliance on multiple layers of consular legalization, and offer practical solutions for foreign business entities that may encounter difficulties obtaining certain certifications in Thailand. Overall, the changes are expected to make the immigration process more efficient for both foreign businesses and foreign retirees.

Key Takeaways

The changes reflect Thailand’s continuing movement toward

Apostille certification is now recognized as an alternative to traditional embassy legalization for certain business and retirement-based extension of stay applications.

The amendments simplify document authentication and reduce administrative burdens for eligible applicants.

Foreign nationals working with representative offices, regional offices, and branch offices in Thailand may benefit from greater flexibility where equivalent DBD-issued certifications are unavailable.

Author: Panisa Suwanmatajarn, Managing Partner.

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Billing Software and Electronic Invoicing: Understanding Thailand’s Digital Tax Compliance Framework

Executive Summary:

As governments continue to digitalize tax administration, businesses are increasingly expected to adopt electronic invoicing solutions that comply with evolving regulatory requirements. Although the terms billing software and electronic invoicing are often used interchangeably, they represent distinct concepts that serve different commercial and legal functions.

In Thailand, billing software is not subject to a dedicated statutory or regulatory framework. Businesses are generally free to select accounting, billing, or enterprise resource planning (ERP) systems that best support their commercial operations, provided they comply with the Revenue Code and other applicable laws. Electronic invoicing, by contrast, is governed by the Revenue Department’s e-Tax Invoice & e-Receipt framework, which establishes the legal and technical requirements for issuing electronic tax invoices recognized for VAT purposes.

Understanding the distinction between these concepts is important for businesses implementing digital invoicing solutions. A billing system that efficiently generates commercial invoices does not necessarily satisfy the legal requirements for issuing electronic tax invoices. Businesses should therefore evaluate their invoicing systems not only from an operational perspective but also from a tax compliance standpoint.

Introduction:

Digital transformation has fundamentally changed the way businesses prepare invoices, maintain accounting records, and comply with tax obligations. Around the world, tax authorities have introduced electronic invoicing regimes to improve tax compliance, enhance transparency, and reduce administrative burdens for both taxpayers and regulators.

Although electronic invoicing has become an increasingly common feature of modern tax systems, countries have adopted different regulatory approaches. Some jurisdictions regulate the software used to generate invoices, while others focus on the legal validity and technical characteristics of the electronic tax documents themselves.

Thailand follows the latter approach. Rather than regulating billing software as a separate category of software, Thai law establishes a framework governing the issuance of electronic tax invoices through the Revenue Department’s e-Tax Invoice & e-Receipt system. Consequently, businesses remain free to use their preferred accounting or ERP software, provided that the electronic tax documents generated by those systems comply with the applicable legal and technical requirements.

For businesses operating in Thailand, particularly multinational enterprises implementing global ERP platforms, understanding the distinction between billing software and electronic invoicing is essential. While both are integral components of modern financial management, they perform different functions and are subject to different legal considerations.

Billing Software:

Billing software generally refers to applications used by businesses to prepare invoices, calculate taxes, record payments, manage customer accounts, and maintain accounting records. These functions support day-to-day commercial operations and are commonly integrated into accounting software or ERP systems.

Unlike some jurisdictions that regulate invoicing software, Thailand does not currently impose a dedicated legal or regulatory regime governing billing software itself. There is no statutory requirement for billing software to be licensed, certified, or approved by the Revenue Department before it can be used by businesses. Instead, Thai law focuses on the legal sufficiency of the invoices and accounting records generated by the software.

This does not mean that businesses have complete discretion in how billing systems are used. Regardless of the software selected, businesses remain responsible for ensuring that invoices comply with the Revenue Code, VAT is correctly calculated where applicable, accounting records are properly maintained, and supporting documentation is available for inspection by the tax authorities.

Accordingly, compliance under Thai law depends not on the software itself, but on whether the business uses that software in a manner that satisfies its statutory obligations. A business may therefore choose from a wide range of commercial accounting platforms, cloud-based invoicing applications, or ERP systems without obtaining prior approval from the Revenue Department.

Electronic Invoicing:

Electronic invoicing serves a different purpose. Rather than facilitating internal billing processes, it establishes the legal framework under which electronic tax invoices are recognized for VAT purposes.

Thailand’s electronic invoicing regime is principally governed by the Revenue Code, supplemented by the Electronic Transactions Act, Ministerial Regulation No. 384, and Revenue Department notifications prescribing the technical standards for electronic tax documents. Collectively, these instruments enable tax invoices and receipts to be created, transmitted, and retained electronically while ensuring their authenticity, integrity, and reliability.

Businesses wishing to issue electronic tax invoices under the Revenue Department’s e-Tax Invoice & e-Receipt framework must comply with prescribed legal and technical requirements. These include registration with the Revenue Department, generation of electronic tax documents in the prescribed format, use of appropriate electronic authentication mechanisms, transmission through approved channels where applicable, and maintenance of electronic records in accordance with the Revenue Department’s requirements.

An important characteristic of the Thai framework is that it regulates the electronic tax document rather than the accounting software used to produce it. Consequently, businesses may continue using their existing accounting or ERP systems, provided those systems are capable of generating electronic tax invoices that comply with the Revenue Department’s technical specifications. In practice, many businesses achieve this through system localization or integration with specialized e-Tax solutions or authorized service providers.

Thailand currently provides two principal electronic invoicing models. The e-Tax Invoice & e-Receipt system is designed for businesses requiring full electronic integration, while the e-Tax Invoice by Email system provides a simplified alternative for eligible businesses. Although both systems enable businesses to issue legally recognized electronic tax invoices, they differ in their technical implementation and authentication methods.

Key Takeaways:

  • Thailand does not regulate billing software as a separate legal category or require billing software to be certified or approved by the Revenue Department.
  • The Revenue Department’s e-Tax Invoice & e-Receipt framework governs the issuance of legally recognized electronic tax invoices and establishes the applicable technical and procedural requirements.
  • A commercial invoice generated by billing software does not automatically constitute an electronic tax invoice for VAT purposes.
  • Businesses implementing accounting or ERP systems should evaluate both operational functionality and compliance with Thailand’s e-Tax requirements.
  • Early coordination among finance, tax, legal, and information technology functions can help ensure a successful implementation of electronic invoicing while supporting long-term digital tax compliance.

Author: Panisa Suwanmatajarn, Managing Partner.

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ETDA’s Proposed AI Sandbox Signals a New Phase of AI Governance

The Electronic Transactions Development Agency (ETDA) has opened a public consultation on a draft notification establishing an Artificial Intelligence (AI) Sandbox. Although the notification has not yet been adopted, it represents one of the clearest regulatory signals that Thailand is moving toward a structured governance framework for AI systems through a controlled testing environment.

For businesses developing or deploying AI solutions, the proposed AI Sandbox is more than a pilot initiative. It is likely to establish regulatory expectations that may influence future AI compliance standards across multiple sectors.

Why the AI Sandbox matters                                              

Regulatory sandboxes have long been used in the financial sector to facilitate innovation while allowing regulators to observe risks under controlled conditions. The proposed AI Sandbox extends this concept to AI technologies by providing an environment where AI systems can be tested before wider deployment.

Unlike traditional compliance regimes that focus primarily on post-deployment enforcement, an AI Sandbox emphasizes governance during the development and testing stages. This reflects an international regulatory trend toward proactive AI risk management.

Although participation in the Sandbox may initially be voluntary, organizations should not view it merely as an experimental program. Regulatory sandboxes frequently become the foundation for future best practices and may ultimately shape industry standards and supervisory expectations.

A shift toward risk-based AI governance

While the draft notification remains subject to consultation, it suggests that AI governance in Thailand is moving toward a risk-based model.

Businesses should expect greater emphasis on governance measures such as:

  • AI risk identification and assessment;
  • testing and validation before deployment;
  • documentation of AI models, datasets, and development processes;
  • human oversight over significant AI-assisted decisions;
  • ongoing monitoring throughout the AI lifecycle; and
  • governance mechanisms for accountability and incident management.

These principles are broadly consistent with international AI governance developments and demonstrate a growing expectation that organizations should be able to explain not only what an AI system does, but also how risks have been identified and managed.

Implications for businesses

The proposed framework has implications across numerous industries, particularly where AI systems influence commercial or operational decision-making.

  • Technology companies and SaaS providers
  • Software developers offering AI-enabled products may need to implement more formal governance processes throughout the product lifecycle. Technical documentation, testing records, model validation, and change management procedures could become increasingly important in demonstrating responsible AI practices.
  • Organizations that currently rely on informal development processes may eventually need governance structures comparable to those already used for cybersecurity and information security compliance.
  • Financial services and fintech
  • Financial institutions already operate within a highly regulated environment. AI governance requirements may become an additional layer of compliance where AI is used for credit scoring, fraud detection, investment services, customer onboarding, or automated decision-making.
  • Existing risk management frameworks may therefore need to expand to include AI-specific controls.
  • Healthcare and health technology
  • Healthcare providers and health technology companies using AI for diagnostics, treatment recommendations, clinical decision support, or patient management are likely to face heightened expectations regarding accuracy, validation, human supervision, and patient safety.
  • Testing within a controlled environment could become an important mechanism for demonstrating reliability before deployment.
  • HR technology
  • Organizations using AI in recruitment, employee evaluation, workforce management, or performance assessment should anticipate closer scrutiny of automated decision-making processes.
  • Transparent governance, human review, and measures to reduce discriminatory outcomes are likely to become increasingly significant compliance considerations.
  • Digital platforms
  • Platform operators deploying generative AI, recommendation algorithms, content moderation systems, or AI-powered customer services may also need stronger governance over system performance, monitoring, and accountability.
  • The ability to document how AI systems operate and respond to identified risks may become an important aspect of regulatory compliance.

Interaction with existing legal frameworks

Although the AI Sandbox is intended to facilitate innovation, participation is unlikely to exempt organizations from existing legal obligations.

Organizations testing AI systems would still be expected to comply with applicable laws, including those governing:

  • personal data protection under the Personal Data Protection Act;
  • electronic transactions;
  • cybersecurity obligations;
  • consumer protection;
  • intellectual property rights; and
  • sector-specific regulatory requirements.

For example, organizations using personal data for AI model training or testing should ensure that appropriate legal bases, transparency obligations, data security measures, and data subject rights continue to be observed.

Similarly, businesses developing generative AI applications should continue to assess potential intellectual property risks relating to training data, generated outputs, and ownership of AI-assisted content.

Preparing for future regulatory expectations

Although the draft notification has not yet entered into force, organizations should consider using the consultation period to evaluate their existing AI governance practices.

Practical steps may include:

  • identifying AI systems currently in operation;
  • classifying AI use cases according to potential risk;
  • documenting AI development and deployment processes;
  • establishing internal AI governance policies;
  • implementing human oversight for significant AI-assisted decisions;
  • reviewing contractual allocation of AI-related responsibilities with vendors and customers; and
  • ensuring that AI governance aligns with existing data protection and cybersecurity compliance programs.

Organizations that begin implementing these governance measures now are likely to be better positioned if the AI Sandbox becomes operational and if similar requirements are incorporated into future regulatory frameworks.

Looking ahead

The draft AI Sandbox notification demonstrates that Thai regulators are moving beyond high-level discussions about artificial intelligence and toward practical governance mechanisms.

Even if participation remains voluntary during its initial stages, the Sandbox is likely to influence regulatory expectations regarding responsible AI development and deployment. Businesses should therefore view the proposal not simply as a testing initiative, but as an indication of the governance standards that may shape future AI regulation.

Key takeaways

Businesses that prepare early are likely to be better positioned as AI governance requirements continue to evolve.

The proposed AI Sandbox represents a significant step toward a structured AI governance framework.

The initiative reflects a broader shift toward risk-based regulation and responsible AI development.

Organizations developing or deploying AI should begin strengthening governance, documentation, testing, and oversight processes.

Existing obligations under data protection, cybersecurity, consumer protection, and intellectual property laws will continue to apply during AI development and testing.

Author: Panisa Suwanmatajarn, Managing Partner.

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