According to data published by Thailand's Department of Business Development (DBD) in September 2026, entities with foreign participation control approximately 1.06 million rai of land and more than 4.1 million square metres of condo floor area nationwide. Those figures became the official basis for a two-phase tightening of controls on nominee ownership structures - moving from registration-point verification to ongoing monitoring of shareholder changes, director appointments, and authorised signatories.
For any foreign buyer purchasing a condo in Phuket or Koh Samui, the practical implication is direct: due diligence that was considered adequate twelve months ago may no longer be sufficient to protect against transaction annulment.
We have tracked this process since its first formal announcement in August 2026. The critical shift is that Thai authorities are no longer limiting their scrutiny to the moment a developer company was registered. Inspections now cover post-registration changes - new shareholders, replacement directors, and updated signing authorities. In practice, a developer who passed initial review can be challenged after sales have begun if its ownership structure raises suspicion of a nominee arrangement.
Quick answer
- 36,277 entities with foreign participation hold titles to more than 305,000 land plots across Thailand (DBD data, September 2026)
- Inspections have expanded beyond registration to cover ongoing changes in shareholders, directors, and authorised representatives - any structural change at a developer company can trigger a fresh review
- A foreign buyer purchasing a condo within the freehold quota (up to 49% of building floor area) is not the direct target of the anti-nominee action, but indirect risk is real: if a developer loses its licence or a project is frozen, the transaction is exposed
- The Thai government now requires entities in defined risk categories to disclose capital sources and provide evidence of genuine investment capacity
- Based on our estimates, at least several dozen condo projects currently operating in Phuket contain developer structures that could be categorised as nominee arrangements
- On Koh Samui the absolute number is smaller, but proportionally the share of projects with non-transparent structures tends to be higher, particularly in the Bophut and Chaweng areas
Options and scenarios
Scenario A - freehold condo purchase from a large developer listed on the Stock Exchange of Thailand (SET)
A buyer acquires a condo unit in Bang Tao or Kamala from a publicly listed company. The ownership structure is disclosed, independently audited, and the 49% foreign quota is monitored by a professional juristic person manager. Nominee risk on the developer side is minimal. Due diligence focuses on confirming that the specific unit sits within the foreign quota and reviewing the Chanote title history for the land beneath the building.
Scenario B - condo purchase from a mid-size developer operating as a Thai Co., Ltd.
The developer operates as a Thai limited company with Thai majority shareholders. The central question here is whether those shareholders are genuine investors or nominees acting on behalf of foreign principals. If the DBD classifies the company as a high-risk entity, an inspection may follow, transactions may be frozen, or a structural reorganisation may be ordered. For the foreign condo buyer within the freehold quota, direct legal risk is limited - but operational risk (construction stoppages, juristic person management problems) is measurable and real.
Scenario C - purchase of shares in a company that holds a villa or a condo unit outside the foreign quota
This is the most exposed structure. The buyer does not acquire property directly but purchases shares in a Thai Co., Ltd. that owns the land or the unit. This is a textbook nominee arrangement. In the context of the 2026 enforcement action, such a transaction carries risk of annulment, share confiscation, and potential criminal liability. In Phuket, this structure appears frequently in villa projects across Layan, Surin, and Nai Harn.
Comparison table
| Parameter | Scenario A - SET-listed developer | Scenario B - Thai Co., Ltd. | Scenario C - share purchase in company |
|---|---|---|---|
| Nominee risk level | Low | Medium to high | Very high |
| Ownership type | Freehold quota (49%) | Freehold quota (49%) | Company shares |
| Due diligence scope | Quota check + Chanote review | Quota + shareholder structure + capital sources | Full company audit + shareholder history + proxy review |
| Due diligence cost (THB) | 30,000 - 60,000 | 60,000 - 150,000 | 150,000 - 300,000+ |
| Verification timeline | 2 - 4 weeks | 4 - 8 weeks | 8 - 16 weeks |
| Risk of transaction freeze | Marginal | Real if DBD inspection triggered | High - active enforcement cases ongoing |
| Typical Phuket locations | Bang Tao, Kamala, Karon | Rawai, Nai Harn, Surin | Layan, Surin, Nai Harn |
| Typical Koh Samui locations | Chaweng, Bophut | Maenam, Lamai | Bophut, Maenam |
Risks and mistakes
Mistake 1 - skipping verification of the developer's shareholder structure
This is the most common gap we observe in the transactions we review. Buyers check pricing, location, and renders. Yet since September 2026, Thai authorities are monitoring not only the moment of company registration but every subsequent change in shareholders and directors. If a developer has restructured its ownership in the past twelve months, that is a trigger for deeper verification.
Measurable warning criterion: more than two shareholder changes within a Thai Co., Ltd. over any 24-month window - particularly where new Thai shareholders hold minimal stakes (for example, 1% each) with no visible independent business activity.
Mistake 2 - assuming the freehold quota provides complete protection
The 49% quota protects a foreign buyer's title to a specific unit. It does not protect against the operational consequences if a developer loses the capacity to manage a project as a result of anti-nominee proceedings. In the most severe scenario, the juristic person is left without a qualified manager and maintenance costs escalate.
Measurable criterion: we verify whether the developer has a separate property management company that is legally and operationally independent from the development entity. If both functions are performed by the same Thai Co., Ltd., operational risk increases substantially.
Mistake 3 - not requesting capital source documentation from the developer
Per the Ministry of Commerce communication of September 2026, entities in elevated-risk categories must disclose investment sources and demonstrate genuine financial capacity. A buyer who does not request this documentation is exposed to the scenario where a project is suspended mid-construction.
Mistake 4 - ignoring contract clauses in the context of regulatory changes
Standard developer contracts on Phuket and Koh Samui rarely include clauses protecting the buyer in the event of anti-nominee proceedings against the developer. Our analysts recommend inserting a clause providing for the return of paid instalments if the developer company becomes subject to a structural reorganisation order or asset freeze.
Mistake 5 - off-plan purchase without confirming EIA and building permits
This risk is not new, but in the context of the 2026 enforcement action it carries additional weight. Developers with non-transparent nominee structures are more likely to experience permit delays, because the agencies issuing Environmental Impact Assessments (EIA) may now coordinate their reviews with the DBD.
FAQ
Does the 2026 anti-nominee action directly affect foreign buyers purchasing condo units within the 49% quota?
Not directly. The action targets companies that use Thai nominees to circumvent ownership restrictions. A foreign buyer acquiring a freehold condo unit within the 49% quota is not the enforcement target. The risk is indirect: it arises when the developer itself is operating through a nominee structure.
How can a buyer verify that a Phuket developer has a transparent ownership structure?
The DBD e-Filing company registry allows verification of the shareholder list, directors, and history of changes. A full company extract costs approximately 500 THB. We look for Thai shareholders holding minimal stakes with no visible independent business activity as a primary warning signal.
What does full developer due diligence cost in 2026?
Based on our estimates, between 60,000 and 300,000 THB depending on structural complexity. For Thai Co., Ltd. projects with multiple shareholder changes, costs reach the upper end of that range.
Can I lose my condo unit if the developer is found to be a nominee entity?
The title to a freehold quota unit is legally separate from the developer company structure. The risk of losing the unit title itself is low. Operational risk - absence of a juristic person manager, disputes over common areas, downward pressure on resale value - is real and quantifiable.
Which Phuket districts carry the highest nominee risk for condo buyers?
Based on our ongoing monitoring, Layan, Surin, and Nai Harn carry the highest concentration, driven by villa projects using Thai Co., Ltd. structures. In the condo segment, risk is lower in Bang Tao and Kamala, where SET-listed developers are active.
What is the situation on Koh Samui?
Koh Samui has a smaller market overall, but proportionally a higher share of projects with non-transparent structures. The Bophut and Maenam areas warrant particular attention. The absence of large listed developers means that almost every project requires individual verification.
Will the anti-nominee enforcement affect condo prices in Phuket?
Based on our estimates, short-term price impact on the freehold quota segment will be limited. Projects with problematic structures may see value corrections of 10-20%, but this reflects a risk repricing rather than a broad market trend.
What does a 'high-risk' DBD classification mean in practice?
Per the government communication of September 2026, a high-risk designation is a risk-management instrument and is not an automatic indicator of legal violation. It does mean the company is subject to intensified scrutiny - which for any buyer should serve as a clear signal to commission deeper due diligence before committing funds.
What documents should I request from a developer before making any payment?
At minimum: a current company registry extract (not older than 30 days), a copy of the construction permit (Ror. 1), the EIA report where required, a declaration of the current foreign quota utilisation in the building, and a 36-month shareholder change history.
Does the 2026 regulatory change create additional reporting obligations for foreign buyers?
The anti-nominee action does not impose new obligations on foreign condo buyers within the freehold quota. Transferring funds into Thailand for a property purchase still requires documentation of the source via a Foreign Exchange Transaction Form (Thor Tor 3 / FET form). Home-country tax reporting obligations remain governed by each buyer's country of tax residence and are not affected by this Thai enforcement action.
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