Ordinary Partnership / Limited Partnership

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Ordinary Partnership / Limited Partnership
Ordinary Partnership / Limited Partnership
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Registered Ordinary Partnership/ Limited Partnership

  1. The business name sign, the stamp and the document of partnership must have the word "registered ordinary partnership" or "limited partnership", up to its types.

  2. The shares of the partnership must be invested corresponding to the registered list

  3. The partnership has to arrange an account of which the details, regulations and methods are stipulated as follows:

    (1) For the accounting arrangement, the partnership has to have a legally qualified accountant or the partnership, as a bookkeeper, can record business activities of its own and has to arrange and gather all important documents for the record and submit them to an accountant completely. In addition, the partnership has to supervise the accountant to arrange the real and legal account so that the account can show the operation outcomes, financial situation and the change of financial situation relating to the real situation and to the accounting standard.

    (2) An account has to be arranged from the first day the juristic person is registered. The type of the prepared account, messages and items in the account, the period used for entering the account and document are used for entering as stipulated.

    (3) The first time of the account closing is within 12 months from the first date of the account, in other words, the first date of registration as a juristic person and next account closing is executed yearly from the previous close.

    (4) Prepare the income statement by entering summarized lists as identified in Form I which is attached in the declare of the Department of Business Development. The stipulation of summarized lists must be in the 2001 financial statement. Moreover, the partnership has to have a qualified auditor to examine and give the opinion to the financial statement except in case that the financial statement of the partnership has capitals, assets and total income lower than those specified in the Ministry's Code.

    (5) Submit the financial statement within five months from the date the account is closed by:
    (5.1) In case that the head office is located in Bangkok, the financial statement has to be submit at Business Information Service Office, Department of Business Development.
    (5.2) In case that the head office is located in other provinces, the financial statement has to submit to Business Development Office in the provinces or to pass it to the Business Information Service Office, Department of Business Development.

    (6) Keep the account and other relating documents at the office or the place of usual manufacturing or the place used to keep goods or at the usual office at least 5 years from the closing date. In necessary case the Director-General, as approved by authorized Minister can order the company to keep the account and the relating documents at minimum of 5 years but not exceeding to 7 years.
  1. Any operation involving with the account and the relating documents must be permitted by the accounting chief inspector and local inspecting officials as stipulated by law as follows:

    (1) For the request to change a year-cycle of account, the company must submit Form Sor Bor Chor 4 together with other documents specified in the mentioned form. When the request is permitted, the company can change its year-cycle of account.

    (2) The request to keep the account and relating documents at other places, the company has to submit Form Sor Bor Chor 1 together with other documents specified in the mentioned form. During the request, the one who keeps the account can keep them at the requested place temporarily. If any message or mentioned lists are changed, the change must be informed within 15 day of the changing date.

    (3) The notification of the account or the loss or damage of account or its relating documents must be submitted with Form Sor Bor Chor 2 with other document specified in the mentioned form within 15 days from the date when the loss or the damage are known.
  1. The changes that a registered ordinary partnership/ a limited partnership has to additionally register to the registrar are as:
    (1) the merging of partnership
    (2) the change in the capital (increasing/reducing)
    (3) the change of the partnership's objectives
    (4) the change of the stamp
    (5) the change of the partners
    (6) the change of the managing partner/provision of managing partner's authority
    (7) the change of the head office and/or branch office(s)
    (8) the change of another information that should declare to public.
  1. The dissolving of a registered ordinary partnership/ limited partnership has to be registered to the registrar by following the procedure, regulations and methods as legally stipulated until all accounts are rectified, the company has to register the rectification of all account to the registrar. This is considered that the partnership has completely terminated by the law.
Duties of Ordinary Partnership / Limited Partnership
  1. Any partnership limited and any ordinary registered partnership registered under the Thai Civil and Commercial Code have to arrange and lodge the annual financial statement to Business Information Service Office, the Department of Commercial Registration or to the provincial registration office, up to cases, within 5 months from the date the account is closed although it has not conduct its business yet or temporarily ceases. Otherwise, it will be liable to a fine at maximum of 50,000 baht

    In case that the partnership limited or the ordinary registered partnership does not submit the annual financial statement as stipulated by the law, the manager who has his/her right to exercise on behalf of the partnership will be liable to a fine like the partnership
  1. In case that the partnership changes registered items, it must register new information to the registrar at the partnership/company registration office where its head office is situated.


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