Shares or assets?
| Buy the company's shares | Buy the business assets | |
|---|---|---|
| What you get | The company, with its history, contracts, debts and licences | Equipment, stock, the name, and a new lease in your own company |
| Risk | Hidden debts and tax come with it | Cleaner, but licences and the lease must be re-done |
| Ownership limits | The company's foreign shareholding must already be lawful | Your company must be lawfully structured |
The checks that matter
The lease. How many years are left, is it registered, can it be transferred, and what will the landlord charge? 'Key money' paid to the seller buys nothing if the landlord won't renew.
The licences. Alcohol, food, entertainment and hotel licences are personal or tied to the premises. Confirm they transfer.
The shareholding. If the company relies on nominee Thai shareholders, you'd be buying a crime. See foreign ownership.
The numbers. Ask for bank statements and tax filings, not just a spreadsheet. Sit in the business on a slow weekday.
Staff and debts. Social security, unpaid wages, supplier debts and severance owed to staff.
Never pay key money or a deposit before the lease and licences are confirmed in writing by the landlord and the authorities.