Using nominee shareholders in Phuket is a practice where foreigners register land or property through Thai nationals who act as proxies. In Phuket, this has been widely used to sidestep land ownership restrictions, but the legal risks are significant. The key laws, the Land Code and Foreign Business Act, explicitly prohibit nominee arrangements for foreign land ownership. Now, with proposed changes under the AMLA bill, enforcement may tighten.

This guide explains what nominee shareholder structures are, what existing laws say, how AMLA may change the rules, and safer alternatives you should consider.

What Are Nominee Shareholders in Phuket?

Nominee shareholders are Thai nationals who hold shares on behalf of foreign investors. While this has been a common practice in Thailand for many years, the Thai government has made it clear that the use of nominee shareholders is illegal when used to disguise foreign ownership.

According to the Department of Business Development (DBD), such arrangements violate Thai company law when they exist purely to conceal foreign control or provide voting power that exceeds the legal limit of foreign shareholding.

Legal Context

  • Land Code – prohibits foreigners from directly owning land in Thailand.

  • Foreign Business Act (FBA) – makes nominee arrangements illegal when used to avoid ownership restrictions.

  • Criminal Liability – both the foreigner and the Thai nominees can face penalties, fines, and possible imprisonment if such structures are exposed.

The Land Code and other statutes are enforced by the Thai Land Department, which maintains official records and legal authority over property ownership in Thailand.

Risks for Foreigners Using Nominee Shareholders in Phuket

Nominee structures may appear to give foreigners indirect control, but they remain legally invalid and risky.

  • Ownership at Risk: Any property acquired through a nominee company can be seized or invalidated if challenged by authorities.

  • No True Security: Because nominees hold the shares, foreigners lack enforceable control if disputes arise.

  • Legal Penalties: Both parties may face criminal charges under Thai law if nominee arrangements are discovered.

The AMLA Bill and Proposed Changes

Recent proposals under the Anti-Money Laundering Act (AMLA) aim to expand oversight of suspicious ownership structures, including nominee shareholders.

  • Enhanced Scrutiny: The bill, if approved, will strengthen investigation powers into company structures used to disguise beneficial ownership.

  • Property Confiscation: In some scenarios, land or property acquired through nominee arrangements could be subject to seizure as unlawfully obtained assets.

  • Greater Enforcement: The AMLA changes signal a potential shift toward stricter application of long-standing prohibitions, with a focus on transparency and compliance.

For more context, see Tilleke & Gibbins’ analysis of nominee shareholder enforcement in Thailand.

The AMLA Bill highlights the risks of nominee shareholders in Phuket, signalling stricter enforcement and transparency requirements.

Safer Alternatives for Foreign Ownership

While using nominee shareholders in Phuket is prohibited, there are legitimate and secure alternatives for foreigners interested in property in Phuket:

  • Foreign Freehold Condominiums – Up to 49% of units in a condominium project can be owned freehold by foreigners.

  • Leasehold – 30-year leases (renewable by agreement) are widely used for villas and land use rights.

  • Joint Ownership with a Thai Spouse – Legal but subject to strict rules; the Thai spouse must be the registered owner and funds must be declared as their own.

  • Structured Investment via Licensed Entities – Rare but possible through approved investment channels regulated by Thai authorities.

These routes may lack the apparent “loophole” appeal of nominee arrangements, but they are lawful and enforceable.

One of the safest alternatives is choosing foreign freehold condos in Phuket, which provide legal ownership for foreigners under Thai law and clear protections compared to nominee structures.

Summary: Nominee Shareholders in Phuket

Using nominee shareholders in Phuket may have been common in the past, but they are illegal under Thai law and are becoming even riskier under proposed AMLA reforms.

Foreigners should:

  • Avoid nominee arrangements, as they provide no legal protection.

  • Be aware of potential confiscation if AMLA reforms are enacted.

  • Explore legitimate options such as leasehold or foreign freehold condominiums.

  • Always seek independent legal advice before committing to any structure.

FAQ: Nominee Shareholders in Phuket

Q: What is a nominee shareholder in Phuket property?
A nominee shareholder is a Thai national listed as a shareholder on behalf of a foreigner to give the appearance of majority Thai ownership.

Q: Are nominee shareholders legal in Thailand?
No. Nominee arrangements are illegal under Thai law. They can lead to fines, imprisonment, and confiscation of the property.

Q: Why do some foreigners use nominee shareholders?
They are sometimes used to bypass land ownership restrictions, but this is risky, unlawful, and strongly discouraged.

Q: What are safe alternatives to nominee shareholders in Phuket?
Foreigners can lease land long-term, set up a genuine Thai company with real Thai partners, or purchase foreign freehold condos in Phuket for direct title ownership.

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Conclusion

Nominee shareholder arrangements may seem like a shortcut to property ownership, but they are illegal under Thai law and increasingly risky under AMLA reforms. By avoiding nominee shareholders in Phuket and choosing safe alternatives such as leasehold or foreign freehold condos in Phuket, foreigners can enjoy long-term security without exposing themselves to legal or financial penalties.

Handled correctly, foreigners can enjoy secure property rights in Phuket. Handled improperly, using nominee shareholders in Phuket can result in significant legal and financial loss.

The use of nominee shareholders has long been a sensitive issue in Thailand, especially when used to disguise foreign ownership. Authorities continue to review and tighten regulations to ensure full compliance with Thai law. For an overview of verified and legally structured ownership opportunities, visit our selection of Phuket properties for sale, where all listings are properly vetted for transparency and legal integrity.

Disclaimer: The information contained in this article is provided for general informational purposes only and does not constitute legal, financial, or investment advice. While every effort has been made to ensure accuracy at the time of publication, property laws and regulations in Thailand are subject to change. Readers should always seek independent legal advice from a qualified Thai lawyer before making any property-related decision or transaction.