Reviving a defunct company/partnership or restore a company/ partnership

 

Defunct company or limited partnership

The company or partnership become defunct or unoccupied status when the juristic person has continuously failed to file the financial statements to related departments under a certain period of time which is determined by DBD. Thus, the DBD officer would send the letter to company or partnerships registered address to confirm inactive status of the juristic person. In case that the DBD do not receive back any clarification letter to deny that they are still doing business or under the operation from the juristic person, they would declare that such juristic person is inactive and will remove or cross the name out from their system.

Anyway, under Thai law of Civil and Commercial code Section 1273/4 “If a partnership, a partner, a company or any shareholder or creditor thereof feels unfairly aggrieved by the partnership or company having been struck off the register, the Court on the application of the partnership, partner, company or shareholder or creditor may, if satisfied that the partnership or company was at the time of the striking off carrying on business or in operation, or otherwise that it is just that the partnership or company be restored to the register, order the name of the company to be restored to the register, and thereupon the partnership or company shall be deemed to have continued in existence as if its name had not been struck off; and the Court may by the order give such directions and make such provisions as seem just for placing the partnership or company and all other persons in the same position as nearly as may be as if the name of the partnership or company had not been struck off. Any request for restoration of the name of the partnership or company to the register may not be made after the expiration of ten years from the day the name is struck off by the Registrar.” Thus, if the company or partnership has the assets or property owned by the juristic person or the juristic still wishes to revive back to their active status, please note that you could also restore your company or partnership back unless the company or partnership is dissolved or liquidated.

How to restore

The owner (shareholders or managing partner) would request to restore back the company or partnership at the Court which it has to go through quite a long process and the Court would judge based on the proper reason together with the supporting documents that the company or partnership submitted, and the Court will issue the appointment date for hearing whether the approved or unapproved order from the court to put back the company or partnership name in the register system.

How can we help to restore

Panwa team can help you go through the necessary process with the court and DBD registrar to put back your company name in the register system which before we could propose or guarantee that the company will be restored successfully, we need to obtain all the necessary information from your side to screen the documents and evidences.

Required documents

  1. Company’s affidavit (updated within 3 months)
  2. Shareholders’ list (updated within 3 months)
  3. Order of crossed out the name and list of company name from Bangkok or Provincial Partnership and Company Registration Office
  4. Document proving that the company is still under operation : receipt/ purchase tax invoice/ sale tax invoice/ service rendering agreement (if any)
  5. List of property or asset : title deed, manual of vehicle registration (if any)
  6. Copy of Thai ID card and house registration or copy of passport (if foreigner) of shareholder (petitioner)

 

Government fee Baht 300

Timeline

Processing Period : 3 months or maybe 100 days

Step 1 After we have screen all the documents for the first time, we will make appointment with your team to discuss with our lawyer to evaluate the possibility to restore/revive back the company or partnership

Step 2

 

We will prepare the related documents which we will take 3 working days
Step 3

Submit the documents at the Court and they will issue the appointment date within 45 days to hear the order

Remark: The consideration period can vary depending on the number of cases at the Court which can be within 45 days to 60 days

Step 4 Visit the Court upon the appointment date for hearing together with the witness which the director or shareholder need to present at the court
Step 5 Duplicate the Court Order of approval to restore back the company or partnership after 10 days from hearing the court
Step 6 Prepare the letter and Power of Attorney to inform the DBD
Step 7 After 1 week, we can check in the DBD website if the company can be used
Step 8 Duplicate new company’s affidavit and send to your side

 

For more information, please feel free to contact us:

Phone: +66 2 933 9000

Fax: +66 2 933 6120

Email: bkk@panwa.co.th