Unpaid Dividends and Profit Disputes in Thai Companies

Short answer: In a Thai limited company, dividends are declared by general meeting resolution (or as interim dividends by the directors), may be paid only from profits, and must be paid within one month of the resolution. Unpaid dividends alone do not prove fraud; diverting profits out of the company is a different matter.

See the main guide: Business Partner Fraud in Thailand.

Dividend rules

RuleContent
Who declaresGeneral meeting; directors may pay interim dividends when profits justify it
SourceProfits only; losses must first be made good
TimingWithin one month of the resolution
ReserveAt least 1/20 of profits each time until 1/10 of capital
Director dutyDirectors are jointly responsible for lawful dividend distribution

The right to dividends is personal to each shareholder.

Warning signs

  • Persistent losses despite strong sales: especially with payments to directors’ companies.
  • Accounts not circulated: sending the balance sheet is a statutory duty.
  • Customers moving to a director’s new business: see [Director competing business].

Start with [inspecting company records].

Can you force a dividend?

Dividends require a resolution. The usual route is an EGM to address accounts and profit allocation — see [Removing a Company Director].

Limited partnerships

Limited partners may receive dividends or interest only from profits, and capital lost through trading must first be restored — see [partnership disputes].

Speak to a Thai Lawyer About a Dividend Dispute

Pattara Law Firm advises shareholders on profit and dividend disputes, reviews company records and plans meetings or proceedings. We do not guarantee outcomes.

  • Telephone: +66 99 249 5989
  • LINE Official: @patt
  • WhatsApp: +66 99 249 5989
  • Email: info@thailandlawyer.com

Need Further Legal Guidance?

You may send us a brief summary of your matter for a preliminary review by our legal team. Alternatively, you can contact us directly via the channels below.

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About the Author

Pattarapongpun Singkhamharn is a licensed Thai lawyer and Managing Partner of Pattara & Partners Law Firm, with over 25 years of experience in corporate and commercial law, litigation, dispute resolution, and international legal matters.

He holds a Master of Comparative Laws (M.C.L.), is a Thai Barrister-at-Law, and is a qualified Notarial Services Attorney. His background includes serving as Dean of a Faculty of Law and holding senior legal management positions in major corporations.

Contact: +66 99 249 5989
LINE: @patt | WhatsApp: +66 99 249 5989

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