What should a Real Estate Agency Agreement include under Thai law?

1. Definitions and Interpretation
2. Appointment and Authority
3. Agent's Duties
4. Owner's Duties
5. Commission
6. Money from Customers
7. Personal Data and Confidentiality
8. Term, Termination and Tail Period
9. Liability
10. Notices
11. Governing Law and Disputes
12. General

• Under Thai law, a broker earns commission only when the contract is actually concluded as a result of the broker's introduction, and if that contract is subject to a condition, only when the condition is fulfilled (Civil and Commercial Code section 845). Clause 5.2 follows this rule.
• The register of Introduced Customers decides most commission disputes. The Agent should register every Customer by email within 3 Business Days after the first introduction (Clause 3.3), and the Owner should keep those emails.
• This is an exclusive appointment. If the Owner sells or leases through another agent during the Term, the full Commission is still payable (Clause 5.4). If the Owner finds a Customer itself, …% of the Commission is payable. A court may reduce this amount if it is excessive compared with the Agent's actual work.- This is a non-exclusive appointment. Several agents may introduce the same Customer; the register and the dates of first introduction decide who earns the Commission.
• After the Term, the Commission is still payable for a Transaction with a registered Customer within … months (Clause 8.4).

• A broker is presumed to have no authority to receive payment for the parties (section 849). This Agreement allows the Agent to receive a booking deposit only, with a receipt in the Owner's name, and to pay it over within … Business Days (Clause 6.1). Check the Agent's client account statement.Tell every Customer to pay the Owner directly; the Agent has no authority to receive money (Clause 6.1).
• An agent who also takes commission from the Customer without the Owner's consent loses its right to the Commission (section 847 and Clause 3.4).
• The Agent cannot sign the agreement to selllease for the Owner (Clause 2.3). The Owner, or an attorney with a specific written power of attorney, must sign it.

Sale of land or a condominium unit

• A foreigner generally cannot own land in Thailand. A foreigner may buy a condominium unit only within the foreign-ownership quota of the building and must bring the purchase money into Thailand in foreign currency, with the bank's foreign exchange certificate. Check these points before accepting a foreign buyer's deposit.
• The transfer is registered at the Land Office, where transfer fees, withholding tax, specific business tax or stamp duty are paid. Agree in the agreement to sell who pays each item.

The lease itself

• A lease of more than 3 years must be registered at the Land Office to be enforceable beyond 3 years. The lease is a separate contract between the Owner and the tenant, with its own stamp duty payable by the Owner as lessor.

• A broker who only introduces and negotiates, without authority to act for the Owner, does not need a stamped appointment. Because the Agent is authorised to receive deposits for the Owner, this Agreement may be treated as an appointment of an agent for a specific purpose, which carries stamp duty of 10 THB paid by the Owner.
• A VAT-registered Agent charges VAT on the Commission. A company Owner normally withholds 3% from commission paid to a broker in Thailand and gives the withholding tax certificate (Clause 5.6).

• Keep the signed Agreement, the Customer registration emails, offers and the Agent's reports.
• A Thai court works in Thai. A Party that relies on this Agreement in court must file a certified Thai translation.

Compiled from the notes that accompany the English contract templates on this site, published by Phuwara Krobtaku (ภูวรา ครอบตะคุ), Thai attorney-at-law, licence no. 477/2558. The short answer and summary at the top of this page are put together by the site from the template's clause headings and notes. Statutes are quoted only in the official Thai text: Thai is the only official language of Thai legislation, and an unofficial translation can mislead. Article registry OKC-743EA1. If you reuse this content, please credit the author and link to the original.