In October 2026, the Thai government identified 1,397 entities controlling 2,360 land plots with a combined value exceeding 14 billion THB (approximately 400 million USD) as illegal nominee structures and announced forced sales of those plots. According to the Prime Minister's Office statement dated 19 October 2026, active investigations now cover 13,088 entities and individuals. For any international buyer considering a villa or land plot in Phuket or Koh Samui, this development carries a direct implication: verifying the ownership structure of a seller has shifted from a procedural formality to a critical transaction requirement.
Our analysts have monitored the Phuket and Koh Samui residential markets for several years and consistently observe that the actual scale of nominee arrangements exceeds what official statistics capture. The government's three-phase enforcement plan targets completion of the primary investigation wave by December 2026, but legal gap-closing and enforcement actions will extend well beyond that. In our assessment, every transaction concluded in the 2026-2028 window requires deeper due diligence than would have been considered standard previously.
The practical risk is straightforward: if a developer or seller operates through a nominee structure and Thai authorities order a forced land sale, the buyer stands to lose the property, paid deposits, or both. What follows is the methodology our team applies when verifying these structures.
Quick answer
- 1,397 entities controlling 2,360 plots (approximately 5,467 rai, or 875 hectares) have been formally identified as illegal nominee structures - as of October 2026
- Forced-sale orders cover land valued at over 14 billion THB, including plots in popular tourist locations such as Phuket
- Investigations target 13,088 entities and individuals, examining not only shareholding patterns but also operational control and financial flows
- Foreign nationals cannot hold Thai land directly; the sole exception applies to BOI-approved investment structures
- Purchasing from an entity under a nominee investigation can render the contract unenforceable and result in loss of paid funds
- Public verification through the Department of Business Development (DBD) and local Land Office is accessible and typically takes 2-5 working days
Options and scenarios
Scenario 1: Buying a condo in a building where the developer holds land through a nominee company
In Bang Tao, Kamala, and Surin on Phuket, a significant number of developers hold the land under condominium projects through a Thai limited company (Thai Co., Ltd.). A foreign national purchasing an individual condo unit is legally straightforward, provided foreign ownership in the building does not exceed 49 percent. The risk emerges when the developer company controlling the land is reclassified as a nominee structure. In that case, authorities may order a forced land sale. An incoming land owner carries no obligation to continue construction or honour existing sale-and-purchase agreements.
Estimated financial exposure: Loss of deposits, typically 30-50 percent of the unit price. For a condo in the 8-12 million THB range in Kamala, that represents 2-5 million THB at risk, plus multi-year litigation with no recovery guarantee.
Scenario 2: Buying a villa where the seller is a company with a suspicious shareholding structure
In Koh Samui, particularly in Bophut and Maenam, a common structure involves a villa paired with a long-term land lease (leasehold 30+30+30). However, some sellers market 'full ownership' via a Thai company. If the shareholding pattern of that company indicates a nominee arrangement - for example, Thai shareholders hold 51 percent but contributed no capital, are uninvolved in management, and are financed entirely by shareholder loans from the foreign minority holder - the transaction carries direct forced-sale exposure.
Estimated financial exposure: Total loss. Both the villa and the land may be subject to a forced-sale order. For villas in the 15-40 million THB range (approximately 430,000-1,140,000 USD at Q4 2025 rates), this represents a substantial balance-sheet event.
Scenario 3: The land title is clean, but the developer is financially connected to a nominee entity
A subtler version: the developer operates through multiple companies. Company A (the development vehicle) is structurally clean, but Company B (a land-holding entity) controlled by the same beneficial owner is under investigation. Freezing of Company B's assets, or criminal proceedings against the beneficial owner, can paralyse the entire project - construction delays, inability to obtain a certificate of occupancy, and title registration problems.
Estimated financial exposure: Delivery delays of 12-36 months, additional legal costs in the range of 200,000-500,000 THB, and the possibility of an incomplete build.
Comparison table
| Parameter | Condo (freehold 49%) | Villa (leasehold) | Villa via Thai company | Investment land via company |
|---|---|---|---|---|
| Nominee risk | Low (unit itself) / Medium (developer land) | Low | Very high | Critical |
| DBD verification | Required for developer | Required for land owner | Mandatory - full audit | Mandatory - full audit |
| Land Office verification | Building chanote | Chanote + lease agreement | Chanote + company shares | Chanote + company shares |
| Typical exposure (THB) | 3-12 million | 8-25 million | 15-40 million | 5-80 million |
| Due diligence timeline | 5-10 working days | 7-14 working days | 14-30 working days | 14-30 working days |
| Primary documents to review | EIA, building permit | Lease contract, chanote | Shareholder list, financials, loans | Shareholder list, financials, loans |
| Effect of forced-sale order | Unit protected, land at risk | Lease may terminate early | Loss of villa and land | Loss of land |
Risks and mistakes
Measurable red flags: criteria we verify on the ground
Across case files reviewed by our analysts between 2024 and 2026, we identified repeating structural patterns. Below are the warning signals we flag, with specific thresholds.
- 51/49 shareholding with Thai individuals who have no property-sector background. When three or more Thai shareholders collectively hold 51 percent but none appears as a director or shows income from the company in annual filings, that is the textbook nominee pattern.
- Foreign shareholder loans exceeding 70 percent of company financing. In DBD balance sheets (available for 500 THB per extract), these appear as 'shareholders loans'. If Thai shareholders contributed no proportional capital, the structure warrants further scrutiny.
- No genuine operational activity. The company holds land only, generates no revenue, employs no staff, and files no VAT returns. Based on our estimates, over 60 percent of nominee companies in Phuket match this profile.
- Broad powers of attorney granted by Thai shareholders to a foreign national. This document transfers operational control de facto and is one of the primary exhibits in nominee proceedings.
- Frequent turnover of Thai shareholders. If DBD records show three or more changes to the shareholder roster within five years, and incoming shareholders are each time unconnected individuals with no visible property background, that pattern suggests shareholders are being cycled in as placeholders.
7-step nominee verification methodology
- DBD extract (Department of Business Development) - cost: 500 THB, turnaround: 1-2 working days. Returns the shareholder list, director names, registered capital, and three years of balance sheets.
- Cross-check of Thai shareholders - search each Thai shareholder in the DBD database for involvement in other land-holding companies. A single individual appearing across 5-10 land companies is a professional nominee.
- Balance sheet and cash-flow analysis - verify the ratio of paid-up equity to shareholder loans. A foreign-loan-to-equity ratio above 3:1 is a red flag under Thai nominee jurisprudence.
- Chanote verification at the Land Office - confirm that the land title is free of encumbrances, mortgages, and annotations indicating active proceedings. Cost: approximately 100-200 THB, turnaround: 1-3 days.
- Building permit and EIA check - filed with the local sub-district administration (Tambon) or the provincial environmental office.
- Direct inquiry to the local Land Office - ask whether the specific company or plot is linked to an active nominee investigation. Note: officials do not always volunteer this information proactively; a formal written inquiry is more reliable.
- Protective clauses in the sale agreement - include a seller's warranty confirming no active nominee proceedings, and a full-refund clause triggered if a nominee structure is subsequently identified.
Analytical case: Central European buyer, Rawai area, 2025
Our team reviewed a case in which a buyer from Central Europe paid a 3.2 million THB deposit (approximately 30 percent of the purchase price) on a villa in Rawai valued at 10.8 million THB. The seller was a Thai Co., Ltd. registered in 2019. Structure: two Thai shareholders (25.5 percent each) and one foreign national (49 percent). Our analysis confirmed that both Thai shareholders appeared in seven other Phuket land companies, had contributed zero capital, and that 94 percent of the company's financing came from a loan extended by the foreign minority shareholder. The company employed no staff and generated no revenue.
The buyer did not conduct a DBD verification before paying the deposit. When enforcement signals intensified in mid-2025, the seller declined to return the deposit, citing contractual terms. Based on our estimates, recovering funds through civil litigation will take 2-4 years in the first instance, with additional legal costs of 300,000-600,000 THB.
What a pre-transaction DBD check would have shown: The 500 THB extract and a 48-hour cross-check of shareholders would have identified the nominee pattern before any funds changed hands. Our recommendation in that scenario would have been to withdraw from the transaction or renegotiate on a clean direct-leasehold basis.
FAQ
What is a nominee structure under Thai property law?
A nominee structure is a Thai limited company (Thai Co., Ltd.) in which Thai shareholders formally hold the majority of shares (minimum 51 percent) but exercise no real control and contribute no proportional capital. The actual beneficiary is a foreign national holding the minority stake (up to 49 percent), who funds the company and makes operating decisions. Thai law - specifically the Land Code Act Section 96 bis and the Foreign Business Act - prohibits these arrangements.
How do we verify whether a Phuket developer operates through a nominee structure?
Order a company extract from the Department of Business Development (DBD) for 500 THB. The document provides the shareholder list, capital structure, and balance sheets. Key indicators to examine: shareholder loans from the foreign partner exceeding 70 percent of total financing, Thai shareholders appearing across multiple land companies, and absence of any genuine operating activity.
What happens to a purchase contract if the seller is placed under a nominee investigation?
If authorities issue a forced-sale order on the land, the sale-and-purchase contract may become unenforceable. The buyer loses the right to the property and must pursue deposit recovery through civil proceedings. In our data set, Thai civil cases at first instance average 2-4 years to resolution.
Does buying a condo unit (freehold) protect a foreign buyer from nominee-related risk?
The individual unit purchased within the 49 percent foreign-ownership quota is legally secure. The residual risk sits with the developer: if the company controlling the land under the building is a nominee entity and construction is not yet complete, the project may be halted before title can be registered.
What does a full nominee due diligence check cost in Phuket in 2026?
Based on our estimates, self-directed verification - DBD extracts and Land Office checks - runs 1,000-3,000 THB. Commissioning a full legal audit from a Phuket-based law firm costs approximately 30,000-80,000 THB (around 850-2,300 USD), depending on structural complexity. That represents a small fraction of the potential exposure on any mid-range transaction.
Is leasehold structurally safer than buying through a Thai company?
From a nominee-risk perspective, yes. A direct leasehold (30-year term with extension options) does not require an intermediary company; the foreign buyer leases land directly from the title holder. The remaining verification step is confirming that the landowner itself is not a nominee entity.
How long will nominee investigations in Thailand continue?
The government's October 2026 statement targets completion of the primary investigation wave by December 2026. However, enforcement of findings, civil and criminal proceedings, and legislative gap-closing are expected to extend through at least 2028-2029. In our assessment, every transaction in this window carries elevated structural risk.
Can a buyer check at the Land Office whether a specific plot is under investigation?
A formal inquiry to the local Land Office is possible and the standard chanote encumbrance check is recommended. However, an active nominee investigation does not always generate a notation on the title deed itself. For that reason, parallel DBD verification is necessary - the two checks are complementary, not interchangeable.
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