Company Liquidation & Dissolution

Tier 1 (clean dissolution) is for companies with up-to-date audited books, no contested liabilities, and no outstanding tax issues — timeline 60–90 days minimum, lowest engagement fee. Tier 2 (cleanup before dissolution) is for companies whose books require remediation first; bookkeeping is billed separately from THB 14,900/month and runs in parallel — timeline 6–18 months. Tier 3 (complex M&A wind-down) covers outstanding tax assessments, creditor disputes, multi-entity unwinding, foreign-shareholder land, or a pre-liquidation Revenue Department audit — highest fee, timeline can stretch years if a tax dispute arises.

Two factors that cannot be known upfront drive cost: how clean the books are (does a multi-year cleanup run alongside?) and how the Revenue Department's closing audit resolves (routine paper-clearance vs. contested assessment). A clean Tier 1 and a contested Tier 3 can differ by an order of magnitude. Plizz delivers a free quote in 1 business day after a 30-minute scoping call.

For a Tier 1 clean dissolution, plan for 60–90 days minimum end-to-end: 14-day notice to call the EGM, 3/4 special resolution, liquidator registration within 14 days, 30-day minimum creditor notification, Revenue Department tax-clearance audit (typically 30–60 days for clean books), final PND 50 within 150 days, and DBD certificate. Real-world Tier 1 timelines routinely run 90–120 days. Tier 2 and Tier 3 routinely run 6 months to several years.

Not until liabilities are settled. The Revenue Department will not issue the tax-clearance certificate required for final DBD dissolution while assessments are open. Unfiled returns, undeclared income, or contested assessments must be resolved before the closing audit can complete. This is the most common reason Tier 1 engagements convert to Tier 2 mid-process.

Under Labour Protection Act B.E. 2541 Section 118 (as amended by LPA Amendment No. 7, B.E. 2562): less than 120 days — no statutory severance; 120 days–1 year — 30 days; 1–3 years — 90 days; 3–6 years — 180 days; 6–10 years — 240 days; 10–20 years — 300 days; 20+ years — 400 days of average wages. Severance ranks ahead of shareholder distributions in the CCC creditor-priority order.

Yes. When a Thai company is liquidated, real-property assets must be valued, sold or transferred, and Land Department coordination is required. Condo distribution-in-kind to foreign shareholders may be possible within the 49% foreign-ownership quota; freehold land is not distributable to foreign shareholders. This is Tier 3 complex M&A wind-down scope and is priced on quote.

Yes — governed by different statutes with different starting conditions. Liquidation under the Civil and Commercial Code (CCC) presumes the company is solvent and is initiated voluntarily by a 3/4 shareholder resolution. Bankruptcy under the Bankruptcy Act B.E. 2483 is initiated when a company is insolvent; creditors petition the Central Bankruptcy Court, which appoints an Official Receiver. If your company cannot pay its creditors in full, you need bankruptcy counsel — Plizz can refer.

Administrative striking-off leaves three exposures intact: (1) directors remain on the public DBD record with residual personal liability for unpaid tax; (2) the Revenue Department's audit window does not close — the company can still be assessed; (3) distributions of remaining assets to shareholders are not legally clean. Striking-off is not equivalent to a CCC dissolution. A tax-cleared CCC liquidation is the only path that produces a certificate of dissolution and closes the chapter definitively.

The Accounting Act B.E. 2543 requires accounting records be retained for a minimum of 5 years following the last entry. The Revenue Department's ordinary audit window is 2 years from the filing date (Revenue Code Section 193/31) but extends to 5 years for understatements and to 10 years where returns were not filed (Revenue Code Section 193/34). Founders must maintain and be reachable for document requests for up to a decade after dissolution. Plizz offers post-liquidation document-custody as an optional add-on — the company files are archived and retrievable if the Revenue Department issues a notice in year 7.