Thailand’s Department of Lands (DOL) has launched its most systematic push yet against foreign nominee land structures. Acting on a directive from Prime Minister Anutin Charnvirakul — who concurrently holds the Interior Minister portfolio and oversees the DOL — the 2026 measures range from a nationwide baseline database of corporate landholders to standardised investigation procedures and provincial inter-agency committees, with eight provinces named as priority areas: Phuket, Surat Thani, Mae Hong Son, Chiang Mai, Krabi, Chon Buri, Rayong, and Chanthaburi. This article explains what has changed, who is affected, and what a confirmed violation now leads to.
The enforcement framework rests on two binding DOL instruments (both under registry division มท 0515.2): Circular ว 6346 (30 March 2023), which issued a 116-page operational manual consolidating enforcement directives dating to 2011; and Urgent Circular ว 10722 (15 May 2026), signed by Director-General Pornpot Penpas, which activates that manual and deploys the new measures. A DOL public statement posted on 26 May 2026 drew public attention to these instruments — they were already in force.
For a comprehensive overview of the legal options available to foreign buyers, see our guide to foreign ownership and property rights in Thailand:
What Is a Nominee Structure — and Why Is It Illegal?
Under the Land Code, foreigners cannot own land in Thailand except in very narrow statutory circumstances: acquisition under a treaty conferring rights in immovable property with Ministerial permission (Section 86), inheritance as a statutory heir with Ministerial permission (Section 93), and the investment route under Section 96 bis — an investment of at least 40 million THB, permitting up to one rai for residential use, again with Ministerial permission. To circumvent this, some buyers use nominee arrangements — either by having a Thai national hold legal title on their behalf, or by establishing a Thai-majority company in which the Thai shareholders are proxies rather than genuine investors.
The DOL defines two forms of illegal nominee arrangement:
- Thai individual as proxy. A foreigner provides the funds and receives the actual economic benefit, while a Thai national holds title on paper.
- Thai company as nominee vehicle. A company may appear to satisfy the nationality tests under Sections 97 and 98 of the Land Code (Thai shareholders holding not less than 51%, and not outnumbered by foreign shareholders), while its Thai shareholders in fact hold the shares or the land on behalf of a foreigner rather than as genuine investors. Foreign funding, management rights, use of the land or receipt of benefits may trigger investigation, but none of these factors on its own proves a nominee arrangement.
Both structures are illegal. The enforcement measures described below make clear that the DOL now intends to detect them systematically rather than reactively.
Section 97 is not confined to limited companies. Registered partnerships in which foreign capital exceeds 49% or foreign partners exceed half the partners, associations and cooperatives with a foreign majority of members, and foundations operating specifically or mainly for the benefit of foreigners are all treated as having rights in land only as a foreigner would. Bearer shares are deemed to be held by foreigners.
What Has Changed: The New Enforcement Framework
Five concrete measures have been introduced:
1. A Nationwide Baseline Database of Corporate Landholders
Land offices are compiling a baseline database (ฐานข้อมูลตั้งต้น) of every company holding land in their jurisdiction, recorded by company registration number and broken down by title-deed type, number of plots and total area. Within that baseline they separately count companies with any foreign shareholding, in any proportion, and then screen that population against defined risk factors. This is an administrative dataset for supervision and follow-up — not a new statutory register.
Holding Thai property through a company?
Get your structure reviewed before the Land Department does. A brief description is enough — our Bangkok lawyers will tell you confidentially where you stand and what your options are.
2. Mandatory In-Depth Review of Risk-Flagged Companies
Officers may not accept paper ownership at face value. Where a company is flagged, they must examine the ownership and control chain, including:
- Shareholder structure (direct and indirect)
- Directors and authorised signatories
- Capital increases and changes in shareholders
- Source of funds
- Actual land users and ultimate beneficial owners (UBO)
- Contextual circumstances on the ground
On-paper share proportions — including the standard 51% Thai / 49% foreign split — are no longer sufficient. Real control is what is examined.
3. A Unified Enforcement Manual
The 2026 circulars activate the Manual of Guidelines for Implementing Measures to Prevent Land Holding on Behalf of Foreigners, issued under Circular มท 0515.2/ว 6346 of 30 March 2023. It consolidates enforcement directives accumulated since 2011 into a single operational handbook covering the whole cycle: screening at registration, post-transaction review, fact-finding, inter-agency coordination, criminal referral and forced sale. The aim is to remove the provincial variation that previously allowed inconsistent application of the law.
4. A Standardised Investigation Sequence
Every case must follow the same documented sequence: Detection → Screening → Individual checks → Corporate checks → Risk-group flagging → Deep investigation → Fact-finding → Inter-agency coordination → Reporting → Legal action. Each step must leave an auditable documentary record.
5. Provincial Monitoring Committees
Provinces are directed to establish inter-agency committees — combining land offices, civil administration, local government and provincial commerce offices — to screen facts and monitor suspicious conduct on a continuing basis. Their remit is post-acquisition surveillance, not only point-of-registration checks.
Monitoring is already operational, and it is both narrower and more frequent than a blanket quarterly audit of every company on the register. Under the measures set out in the Royal Thai Government summary of 16 May 2026, every land office must check monthly those juristic persons in which a foreigner holds shares or is a director, or where there is otherwise reason to suspect that land is being held on behalf of a foreigner, and report the results to the DOL every three months.
Where a company is found mid-cycle to have become a foreign juristic person under Sections 97 or 98, it must be reported to the DOL immediately rather than held until the next quarterly submission.
Alongside that recurring cycle, Urgent Circular ว 11266 of 21 May 2026 required every land office to complete a one-off baseline exercise on four standardised forms (DOL reporting forms and explanatory notes, in Thai) — an office-level overview, a full list of companies holding land, a risk-screening and in-depth investigation record, and a record of downstream outcomes and referrals. The deadline for that submission was 26 June 2026.
The Post-Registration Gap the DOL Has Identified
Explaining the framework to the House Extraordinary Committee on the FY2570 Budget Bill on 23 July 2026, Director-General Pornpot Penpas identified the weakness in this system. As reported by Isranews, a company may present a fully compliant file at the land office and then, once registration is complete, change its shareholder proportions online through the DBD e-Registration system. That puts the change beyond the reach of the land office, which must wait for someone to notify the DOL before it can investigate. He described the Department of Lands as only the second line, with police, civil administration and local authorities in the first.
His response to the gap: shareholding-proportion monitoring continues in three-month cycles, but the DOL now coordinates with the DBD daily on cases it suspects may not comply. For existing structures, a clean file at the point of transfer is no longer the end of the exposure period.
There is a specific statutory hook for this. Under Section 100 of the Land Code, where a juristic person acquired land at a time when it did not fall within Sections 97 or 98, but subsequently comes within either of them, Section 95 applies — which in turn applies the disposal machinery of Section 94. A post-registration change in shareholders or capital that tips the company over the threshold therefore has a direct consequence in the Land Code itself, independent of any new legislation.
Financial Triggers That Flag a Transaction
A separate directive established specific thresholds that automatically elevate a transaction for deeper scrutiny:
- Land transactions valued at 5 million THB or more
- Cash payments of 2 million THB or more
When either threshold is met, officers must investigate the source of funds, income, financial standing and occupation of the buyer. Transfers of inherited property to statutory heirs are excepted, and where there is reasonable suspicion of an attempt to evade the law the matter must be submitted to the Minister for a decision (DOL statement of 19 May 2026).
The Director-General confirmed on 23 July 2026 that transactions above these thresholds — cash of 2 million THB or more, or an appraised value of 5 million THB or more — are reported to the Anti-Money Laundering Office (AMLO) in every case (Isranews, 24 July 2026).
The Four Official DOL Corporate Risk Categories
The DOL reporting instructions classify companies holding land into four defined risk groups. These are the categories land offices actually record (DOL reporting forms and explanatory notes, in Thai):
| Risk group | What it captures |
|---|---|
| Foreign shareholding above the legal threshold | Registers show foreign shareholding above the statutory limit, or features potentially bringing the company within Sections 97 or 98 — including foreign capital increases or added foreign shareholders after the land was acquired. |
| Repeated or multi-stage changes in shareholders or capital | Capital increases, share transfers or swapped proportions, repeatedly or in stages, without clear commercial rationale — or timed so as to put foreign shareholding above the threshold. |
| Indirect foreign shareholding above the threshold | First-tier shareholders appear Thai, but multi-layered ownership shows foreign holding indirectly, so that the aggregate foreign proportion exceeds the limit. |
| Factual foreign control, use or receipt of benefits | Registered proportions may be within the limit, but the facts show a foreigner controlling, using or benefiting from the land. Indicators include a foreigner as director, signatory or the person dealing with the land office; Thai shareholders whose income or source of funds does not match the investment; landholding inconsistent with registered capital or revenue; leases, loans, powers of attorney or management agreements conferring control; no genuine business activity; shared addresses, accountants or agents; and complaints or local intelligence. |
A risk flag triggers investigation. It is not a finding of guilt. The DOL says so in terms: meeting the screening criteria is only a preliminary ground for referral to in-depth investigation, and is not a determination that the company holds land on behalf of a foreigner or has broken the law. Evidence must still be examined and the law applied in the ordinary way, and one company may be recorded against several risk groups at once.
Categories Under Heightened Scrutiny
Thai Nationals Married to Foreigners
The Thai buyer must declare on record that the purchase funds are personal property (sin suan tua), not marital assets (sin somros). Mortgages, leases, and arrangements benefiting the foreign spouse are also examined.
If the foreign spouse is abroad, the required confirmation may be given before a Thai embassy or consulate. Where no joint confirmation is available, the Thai purchaser may need to establish that the purchase funds are entirely their own separate property.
Minor Children of Foreigners
Land transfers to minors with foreign parentage are investigated to prevent the use of legal mechanisms as a workaround.
Companies with Foreign Involvement
Where a company purchases land for more than its registered capital with no mortgage attached, officers must verify the source of the funds and confirm that the Thai shareholders are genuine investors. The share proportion alone is no longer the end of the inquiry. Five patterns are specifically flagged:
- Restructured companies — capital increased or shareholder proportions changed specifically to meet the Section 97/98 Thai-majority threshold, where the object is nominee land holding.
- Shareholder rotation — capital repeatedly increased or proportions swapped back and forth, even where the current structure does not technically fall under Sections 97 or 98. The pattern may itself be enough to trigger an in-depth investigation; prosecution still requires evidence of an offence.
- Loans from foreign-connected parties — where the purchase is funded by a loan from a foreign shareholder or connected party, officers verify that the loan is genuine and commercially structured.
- Nested ownership — where a Thai-majority company is itself majority-owned by foreign-held entities, the chain may be reassessed under Sections 97 and 98, potentially causing the landholding entity to be treated as an alien juristic person for Land Code purposes.
- Statutory exemptions — BOI-promoted companies, companies operating in Industrial Estates, commercial banks and life insurers may hold land within the scope of their permitted operations.
Foreign Corporate Lessees
Long-term leases or use rights held by foreign entities are checked against the Foreign Business Act B.E. 2542 (1999) to confirm the land use matches a permitted business purpose.
Penalties for Confirmed Violations
The DOL’s public warning sets out the legal consequences in precise terms.
Under the Land Code
| Section | Violation | Penalty |
|---|---|---|
| 111 | Any person violating Section 86 — an alien acquiring land otherwise than as permitted | Up to 2 years’ imprisonment and/or fine up to 20,000 THB |
| 112 | Any juristic person acquiring land in contravention of the Land Code — which includes a Thai-registered nominee company | Fine up to 50,000 THB |
| 113 | Any person acquiring land as agent for an alien, or for a juristic person under Sections 97 or 98 | Up to 2 years’ imprisonment and/or fine up to 20,000 THB |
Under the Criminal Code
| Section | Violation | Penalty |
|---|---|---|
| 137 | Making a false statement to an official | Up to 6 months’ imprisonment and/or fine up to 10,000 THB |
| 267 | Causing an official to record a false entry in an official document | Up to 3 years’ imprisonment and/or fine up to 60,000 THB |
Forced Sale
Beyond criminal liability, a confirmed nominee arrangement triggers a forced divestment order. The DOL has confirmed the current position: the landowner is ordered to dispose of the land within the statutory period of not less than 180 days and not more than one year, and if they fail to do so the Director-General of the DOL may sell it in their place (DOL statement of 19 May 2026). The statutory routes differ according to the finding. Where it appears that a person acquired land as owner on behalf of a foreigner or of a Section 97 or 98 juristic person, Section 96 gives the Director-General power to dispose of the land and applies Section 94 to that disposal. Where the landholder is itself a juristic person treated as foreign under Sections 97 or 98, Section 99 applies Chapter 8 — including Section 94 — to its acquisition and disposal of land rights. Section 94 also imports the compulsory-sale provisions of Chapter 3. Under this regime the owner receives the proceeds of the sale.
What Happens Once a Company Is Found Under Sections 97 or 98
Most Urgent Circular No. มท 0515.2/ว 15220 of 7 July 2026 (DOL 2026 circular register entry) confirms that a number of land offices have already reported companies falling under Sections 97 or 98 of the Land Code following the baseline exercise. Where that occurs, the circular directs the province to have the land office:
- apply the forced-disposal measures under DOL letter No. มท 0515/ว 04705 of 14 February 2005;
- refer the matter to the provincial committee constituted under Ministry of Interior Urgent letter No. มท 0515.2/ว 7665 of 19 April 2023, which must establish whether the company intended to breach the law and whether it holds the land on behalf of a foreigner or foreign juristic person — that is, whether it is acting as a nominee; and where the facts bear that out, file a complaint against the responsible persons with the investigating officer under the Land Code and the Criminal Code; and
- report progress on both steps back to the DOL.
Two things this circular does not do are worth noting, because both are commonly misreported. It creates no new three-month shareholder-verification duty — the monthly check and quarterly report described above come from separate instruments — and it says nothing about land vesting in the State. It applies the forced-disposal machinery that already exists. Forfeiture remains a legislative proposal, discussed below.
What This Means for Existing Structures
The DOL is explicit that finding risk factors is not a determination of guilt — it triggers investigation. What has changed is the threshold at which an investigation begins, the fact that it now recurs for as long as the company holds the land, and the consistency with which it is applied across provinces. Detection has improved too: the DBD has screened at-risk companies through its IBAS system since 1 October 2025, and the DOL and DBD exchange data under a memorandum of understanding, with AMLO and the Department of Special Investigation also involved.
Structures that relied on provincial variation in enforcement, incomplete documentation, or the assumption that paper compliance was sufficient are materially more exposed than before, and the likelihood that a risk-flagged structure will be examined has increased significantly. What remains variable is provincial capacity to follow through on flagged cases — and, as the Director-General acknowledged on 23 July 2026, the DOL position as the second line, dependent on police, civil administration and local authorities for front-line detection.
If you hold Thai property through a structure that may involve nominee elements, or are uncertain about your exposure under these measures, seeking independent legal advice before being approached by authorities is strongly advisable.
The liability that follows a confirmed finding — for the company, its Thai shareholders and its directors — and the lawful alternatives that remain open before that point are set out in our guide to Thai landholding companies under 2026 nominee enforcement.
One Legislative Development Worth Watching: From Forced Sale to Forfeiture
Under current law — Section 94, reached through Section 96 in a nominee case — a confirmed nominee arrangement produces a disposal order and the owner receives the proceeds. The Cabinet summary of 24 February 2026 records that the Department of Lands is amending the Land Code so that a foreigner holding land unlawfully would not receive those proceeds and the land would instead vest in the State, alongside higher imprisonment terms and fines.
On 23 July 2026, Chief Ombudsman Songsak Saicheua said those amendments have been submitted to Cabinet, and described imprisonment of up to three years and a fine in the order of 3 million THB applying to Thai and foreign shareholders alike (Thai Post; Matichon). A separate track would make nominee offences under the Foreign Business Act predicate offences under the Anti-Money Laundering Act. Neither measure is law, and no final statutory text has been published. We track both, and the July developments, in detail here:
Get a Legal Review of Your Property Structure
If you hold Thai property through a company or have questions about your current arrangement under the new enforcement measures, our team can help. We review existing structures, advise on compliant restructuring, and support new acquisitions from the outset.
Primary sources
- Department of Lands — Urgent Circular ว 10722 (15 May 2026), Urgent Circulars ว 11266 (21 May) and ว 11493 (25 May), Most Urgent Circular ว 15220 (7 July 2026), Circular ว 6346 (30 March 2023), reporting forms and explanatory notes, and the statement of 19 May 2026.
- Royal Thai Government — summary of 16 May 2026 and Cabinet summary of 24 February 2026.
- Statements of 23 July 2026 — Isranews (Director-General), Thai Post and Matichon (Chief Ombudsman).
This article is for informational purposes only and does not constitute legal advice.
