Compiled by the YMTD Accounting Partner team · Information as of 3 November 2026
For business operators engaging in international transactions, a company certificate is an official corporate status document issued by a government regulatory agency to verify that a company is legally incorporated, actively existing, and displaying essential corporate details such as its 13-digit registration number, company name, registered capital, list of directors, binding signatory powers, and head office address. In the context of Thai law, this document corresponds to the company affidavit (DBD company certificate), which international trade partners and financial institutions commonly refer to as a "Company Affidavit." The Department of Business Development (DBD) has developed an electronic service system to officially issue this document in English under the title Business Registration Certificate to facilitate international bank account opening, commercial agreements, and corporate identity verification on a global level [1].
Key Takeaways
- A company certificate is a certificate of legal registration and active existence of a juristic person (company), issued in the Thai bureaucratic system by the Department of Business Development (DBD) under the official English name "Business Registration Certificate" [1].
- The terms Company Affidavit and Company Certificate are often used interchangeably in international commerce to request an up-to-date company certificate, even though in common law jurisdictions an affidavit strictly refers to a sworn written statement [1].
- Requesting an English juristic person certificate can be completed 24 hours a day via the DBD encert online platform (encert.dbd.go.th), with an official statutory fee under ministerial regulations of 1,000 baht per copy (excluding bank payment processing fees or postal courier charges) [1], [2].
- A mandatory prerequisite before applying is that the DBD central corporate registry must already contain records of the "company's English name" and the "English names and surnames of all directors" matching their passports exactly. If this data is missing, an official corporate amendment registration must be completed first [2].
- An electronic document (e-Certificate) bearing a digital signature can be used immediately to approve accounts on global online platforms; however, when submitting to foreign courts or government authorities, additional legalization through the Department of Consular Affairs may be required [1].
Introduction and Scope: Corporate Documentation in an Era of Borderless Trade
When Thai corporate entities expand operations overseas—such as applying as merchants on global e-commerce platforms, integrating cross-border payment gateways, raising capital from foreign investors, or opening foreign currency deposit accounts—the most common administrative hurdle is when foreign partners request a "Company Certificate" or "Company Affidavit." Business owners often find themselves uncertain about what exact document this corresponds to under the Thai legal system and how to procure a legally binding English version.
Historically, preparing English-language corporate documents required taking the Thai-language company affidavit to a commercial translation agency and having the certified translation legalized by the Department of Consular Affairs under the Ministry of Foreign Affairs. This process took several business days and involved multi-tiered expenses. Today, the Department of Business Development under the Ministry of Commerce provides direct issuance of English-language certificates straight from its central registration database. Nevertheless, many enterprises remain confused by the distinctions among various corporate documents, such as the company affidavit (DBD company certificate), Memorandum of Association, Bor.Or.Jor.5 (shareholder list), and VAT registration certificate (P.P.20). This article analyzes the legal requirements, technical application procedures, and practical solutions.
Legal Framework and Relevant Registration Regulations
The status and enforceability of juristic person certificates are governed by three primary legal frameworks:
First, the Civil and Commercial Code, Book 3, Title 22 on Partnerships and Companies, Section 1015, provides that a partnership or company, once registered pursuant to the provisions of this Title, constitutes a juristic person distinct from its partners or shareholders. Furthermore, Section 1020 entitles any person to inspect public documents or request certified copies from the registrar [4]. These two sections serve as the statutory authority empowering DBD registrars to legally issue certificates validating the information recorded in the commercial registry.
Second, the Electronic Transactions Act B.E. 2544 (2001) and its amendments, Section 7, states that the legal effect and enforceability of information shall not be denied solely on the grounds that it is in the form of electronic data. In conjunction with Section 9 and Section 26 regarding electronic signatures [5], certificates issued via the e-Certificate system bearing the registrar's digital signature hold full legal validity equivalent to physical paper documents bearing the official Garuda seal stamp.
Third, the Ministerial Regulation Prescribing Rates of Fees, Fee Reductions, and Fee Exemptions for Registration, Inspection of Documents, Certified Copies, and Other Fees Concerning Limited Partnerships and Limited Companies B.E. 2563 (2020), alongside the Department of Business Development Notification on Electronic Channels for Contacting the Department of Business Development B.E. 2567 (2024), clearly specify official fee schedules and digital request protocols for certified copies [1], [2].
In-Depth: What Are a Company Certificate and Company Affidavit?
What Is a Company Certificate in Global and Thai Contexts?
A company certificate is an official corporate status document issued by a government regulatory authority to confirm the incorporation, valid legal existence, and essential legal records of a business. In Thailand, this document corresponds to the juristic person affidavit, officially designated by the Department of Business Development as the Business Registration Certificate. It certifies key details including the company name, 13-digit registration number, incorporation date, paid-up registered capital, authorized directors, signatory powers, registered office address, and primary registered corporate objectives [1].
What Is a Company Affidavit and What Does It Mean?
A company affidavit translates to an official statement or declaration of corporate facts. Specifically, a company affidavit is the conventional term international financial institutions and foreign counterparties use when requesting an up-to-date company certificate for a Thai company. Although in common law legal systems an affidavit refers strictly to a written statement of facts affirmed under oath before a Notary Public, foreign counterparties requesting this from a Thai-registered limited company (Co., Ltd.) expect the official English-language Business Registration Certificate issued by the DBD [1].
Significance: Why Does a Business Need This Document?
Businesses require a Company Certificate as legal verification of corporate identity (Know Your Business: KYB) and to verify the legal signing authority of corporate representatives entering into cross-border transactions across five principal activities:
- Opening Commercial Bank Accounts and Global Digital Wallets: International payment processors require an English corporate certificate to verify authorized directors and ultimate beneficial owners (UBO).
- Executing Trade Agreements and Distributorship Contracts: Overseas counterparties must verify legal signing authority to prevent agreements from being rendered null and void due to unauthorized representation.
- Applying for Foreign Employee Work Permits and Visas (Non-B / Work Permit): Government authorities require official records to check registered capital thresholds and local-to-foreign employment ratios mandated by law.
- International Bidding and Procurement: Serves as proof of legal qualification, corporate formation history, and general commercial standing.
- Certifying Tax Residency Status: Used in conjunction with the certificate of tax residence (Form R.O.01) issued by the Revenue Department to claim withholding tax exemptions or reductions under Double Taxation Agreements (DTA) [3].
Furthermore, business operators can learn what a company certificate is used for in business to strategically prepare necessary documentation.
Steps to Request an English DBD Certificate via the DBD encert System
Applying for an official English company certificate can be done online through the DBD encert portal (encert.dbd.go.th) following five main steps [2]:
- Log In and Enter Registration Number: Access encert.dbd.go.th and input your 13-digit juristic person registration number. The system will retrieve the corporate database to verify that English records are available.
- Select Document Type: Choose "Business Registration Certificate, English Version" and indicate the intended purpose of use.
- Select Delivery Format:
- e-Certificate: Delivered as a PDF file embedded with a digital signature and verifiable reference number, downloadable immediately upon registrar approval.
- Hard Copy: Available for self-collection at DBD Business Information Service centers or sent via express mail service (EMS).
- Pay Official Fees: Process payment electronically via Thai QR Code (Cross-bank Bill Payment) or credit/debit card according to the generated payment invoice.
- Verify and Download Document: Once the registrar reviews and signs electronically, the system sends an email notification. The applicant can log in to download the certificate file and the electronic government receipt immediately.
For standard Thai-language registration documents, please review the complete guide on how to request a corporate certificate online in 2026.
Official Fees for Requesting an English DBD Juristic Person Certificate
The statutory fee rates for obtaining a Business Registration Certificate via the DBD encert system are governed by official regulations as follows [1], [2]:
- Official English Certificate Fee: 1,000 baht per copy, pursuant to the Ministerial Regulation on DBD fee schedules [1].
- Transaction or Delivery Surcharges: Electronic payment fees charged by commercial banks, or EMS postal delivery fees when requesting physical hard copies, charged at actual provider rates [1], [2].
Note: These fees are statutory state revenues payable directly to the government agency and banks, and do not represent professional service fees charged by an accounting firm.
Common Errors and Technical Solutions
When applying for documents through the encert system, applicants commonly encounter three technical obstacles causing temporary rejection:
1. Problem: System Alerts "English Name of Juristic Person Not Found"
Cause: During company incorporation, an English name was not recorded, or the English name has not yet been registered in the DBD central commercial registry [2].
Solution: The authorized director must submit an English corporate name reservation via the DBD e-Registration portal, or file registration amendment forms (Form Bor.Or.Jor.1 and Bor.Or.Jor.4) with the registrar to add the English name into the system. Once approved, the encert application can proceed.
2. Problem: System Alerts "English Name of Director Not Found"
Cause: The database contains only Thai names and surnames for the directors, leaving the system unable to automatically verify English spellings against official passports [2].
Solution: Submit a director detail amendment request to the DBD registrar to register the English names and surnames of all directors matching their passports or national identity cards via e-Registration or at a regional commercial development office.
3. Problem: Incomplete Translation of Company Objectives
Cause: The company has an extensive list of corporate objectives (Form W.), requiring lengthy translation reviews and additional per-page certification fees [1].
Solution: Verify with your overseas counterparty whether they require only the core "Business Registration Certificate" to confirm active status, directors, and signing powers, or if full registered objectives are required. Requesting only the main certificate saves both processing time and government costs.
Analysis and Discussion: Document Comparison and International Authentication Pathways
Choosing between obtaining a direct Business Registration Certificate from the DBD versus translating a Thai certificate followed by consular legalization involves differences in international acceptance and costs:
| Comparison Point | DBD English Certificate (encert System) | Thai Certificate + Translation + Consular Legalization |
|---|---|---|
| Issuing Authority | Department of Business Development (Ministry of Commerce) directly [1] | Private Translation Bureau + Department of Consular Affairs (Ministry of Foreign Affairs) |
| Processing Time | 1–3 business days for e-Certificate format [2] | 3–7 business days (dependent on translation and legalization queues) |
| Official Government Fees | 1,000 baht per set pursuant to ministerial regulation (excluding bank/courier fees) [1] | Thai certified copy 200 baht + Consular certification 200–400 baht (excluding private translation fees) |
| Acceptance by Global Platforms (Stripe, PayPal, Banks) | Exceptionally high, featuring a QR code for instant direct government database verification [1] | Acceptable, but requires a multi-part dossier (Thai original, translation, consular stamps) |
| Use Before Foreign Courts / Government Bodies | Certain jurisdictions may still require secondary consular legalization | Standard established format universally recognized by foreign courts and administrative bodies |
Distinguishing Key Corporate Documentation
To avoid confusion when submitting records to international partners, the following table summarizes the primary roles of key corporate documents:
| English Name | Thai Document Name | Issuing Body | Primary Information Verified |
|---|---|---|---|
| Company Certificate / Affidavit | Company Affidavit (DBD Company Certificate) | Department of Business Development (DBD) [1] | Current status, directors, authorized signatory powers, registered capital |
| Certificate of Incorporation / MOA | Memorandum of Association (Bor.Or.Jor.2) / Incorporation Certificate | Department of Business Development (DBD) [4] | Initial founding information, promoters, and original authorized capital structure |
| Shareholders List | Bor.Or.Jor.5 (Shareholder List) | Department of Business Development (DBD) [4] | Shareholding ratios, shareholder names, and nationalities (UBO compliance) |
| VAT Registration Certificate | P.P.20 (VAT Certificate) | Revenue Department [3] | Registered VAT operator status and official corporate tax identification number |
The Role of a Chiang Mai Accounting Firm in Preparing Corporate Documents for Global Business
Preparing English corporate documents is directly linked to a business's accounting and tax infrastructure. When a company opens foreign bank accounts or receives payments in foreign currencies, transactions must be properly booked, translated at standard accounting foreign exchange rates, and reflected accurately in annual financial statements. Partnering with an accounting firm experienced in corporate registration and taxation ensures seamless continuity. Business owners can utilize our comprehensive accounting services to manage corporate registry maintenance, monthly accounting, and tax compliance systematically.
Case Study: Requesting an English Certificate for a Chiang Mai Business
(This hypothetical case illustrates practical steps and statutory fees under ministerial regulations.)
Doi Saket Craft Coffee Co., Ltd., a specialty coffee roaster and exporter based in Chiang Mai, sought to execute an export agreement with a partner in Japan and open a JPY receiving account through a global financial platform. The Japanese counterparty required a DBD Business Registration Certificate in English issued within the previous 30 days.
Step-by-Step Procedure:
- Registry Audit: The managing director inspected company records on DBD Datawarehouse+ and verified that the official English name "Doi Saket Craft Coffee Co., Ltd." and the English names of all directors matched their passports character-for-character.
- Online Application via encert: The company logged into encert.dbd.go.th, selecting 1 copy of the "Business Registration Certificate (English Version)" in e-Certificate format [2].
- Fee Payment: The portal generated a bill payment invoice for the official 1,000 baht statutory fee (plus actual banking transaction charges), paid via mobile banking QR code [1], [2].
- Download and Verification: Within 2 business days, the company received an electronically signed PDF certificate equipped with a verification code.
- Submission and Bookkeeping: The PDF was transmitted digitally to the overseas counterparty, and the official government receipt for 1,000 baht was sent to the accounting firm to record as a deductible corporate registration fee.
For enterprises with complicated structures, such as missing director English names in the central registry, consulting a Chiang Mai accounting firm ensures corporate records are amended accurately prior to certification.
Practical Recommendations for Business Owners
To ensure your English corporate certificate is accepted overseas without operational delays, keep the following practical guidelines in mind:
- Check Document Validity Periods: Most overseas financial institutions require the Company Certificate to be issued within the last 30 or 60 days. Avoid requesting certificates too far in advance.
- Verify Exact English Spelling: Company and director names in the DBD database must match official passports exactly. A single misspelled letter can cause international Know Your Business (KYB) checks to fail.
- Confirm Required Document Formats: Global fintech platforms generally accept digital e-Certificates, whereas foreign courts or consular bodies may demand original physical paper copies with wet-ink official stamps.
- Assess Legalization Requirements in Advance: If submitting documents for litigation or foreign embassy filings, check beforehand whether the receiving authority requires prior consular legalization from Thailand's Department of Consular Affairs.
Frequently Asked Questions
What Is the Difference Between a Company Affidavit and a Company Certificate?
In the context of Thai business, there is no practical difference between a Company Affidavit and a Company Certificate; both refer to the current company affidavit (DBD company certificate) issued by the Department of Business Development (DBD) [1]. While common law systems define an affidavit as a sworn written statement, foreign business partners routinely use the phrase to request a Thai company's registration certificate, which can be satisfied immediately by providing the DBD's official English Business Registration Certificate.
What Does the DBD Officially Call the English Company Certificate?
The Department of Business Development (DBD) officially titles the English-language juristic person certificate the "Business Registration Certificate" [1]. It covers limited partnerships, limited companies, and public limited companies, showing corporate data identical to the Thai-language company affidavit.
How Much Is the Official Fee for a DBD English Certificate?
The official government fee for an English certificate issued via the DBD encert system is 1,000 baht per copy as stipulated by ministerial regulation [1]. Additional standard electronic payment transaction fees or EMS postal delivery fees apply if selecting physical delivery.
How Do I Resolve an Alert in the encert System Stating Director English Names Are Not Found?
If the system alerts that a director's English name is missing, an authorized director must file a corporate amendment with the DBD via the e-Registration portal or at a provincial commercial development office to add the official English name matching their passport [2]. Once the registrar approves and updates the central registry, you can return to encert to complete your request.
Does an English DBD Certificate Need Further Legalization at the Department of Consular Affairs?
A DBD English certificate does not need consular legalization when used for private agreements, cross-border payment processors, or digital business platforms. However, if the document is being submitted to foreign courts, government ministries, or embassies, consular legalization and embassy attestation may be required depending on the destination country's regulations [1].
Conclusion
Understanding what a company certificate is and how it satisfies overseas requests for a Company Affidavit allows entrepreneurs to handle corporate documentation efficiently and cost-effectively. The DBD encert service eliminates the time and expense of manual translation. However, ensuring that the company's English name and directors' names are accurately registered in the DBD database remains critical. Properly maintained corporate records ensure cross-border business dealings proceed smoothly, legally, and with high institutional credibility.
References
- Department of Business Development, Ministry of Commerce. (2024). English Juristic Person Certification Service: Business Registration Certificate Covering All Entity Types. Retrieved 3 November 2026. Available from: https://www.dbd.go.th/news/1725949381927
- Department of Business Development, Ministry of Commerce. (2024). Sample Business Registration Certificate, English Version. Retrieved 3 November 2026. Available from: https://encert.dbd.go.th/encert-inter/public/th/example
- Revenue Department. (2024). Application for Tax Certificate in English (R.O.01). Retrieved 3 November 2026. Available from: https://www.rd.go.th/region/01/fileadmin/user_upload/pak1doc/roor01-eng-cer/ra01-pak1.jpg
- Office of the Council of State. (2023). Civil and Commercial Code, Book 3, Title 22, Partnerships and Companies, Sections 1015 and 1020. Available from: https://www.krisdika.go.th/
- Royal Gazette. (2001). Electronic Transactions Act B.E. 2544 (2001) and Amendments. Available from: https://ratchakitcha.soc.go.th/
Need advisory on corporate registration, accounting, and tax compliance for international business?
Contact YMTD Accounting Partner in Chiang Mai. We utilize modern cloud accounting and digital documentation systems to keep your business registration and tax compliance accurate, compliant, and internationally ready.
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Note: This article provides general educational information based on laws and regulations effective as of 3 November 2026, which are subject to change. Business circumstances vary; please consult a qualified professional before taking action.
