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Bentleys National 17 Offices 58 Directors 520 Staff National Ranking 18 Each office an SME Family business Agribusiness one of our 5 key industry groups Perth Brisbane Sydney Adelaide Melbourne Tasmania www.Bentleys.com.au

Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

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Page 1: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Bentleys National

17 Offices

58 Directors

520 Staff

National Ranking 18

Each office an SME Family business

Agribusiness one of our 5 key industry groups

Perth

Brisbane

Sydney

Adelaide

Melbourne

Tasmania

www.Bentleys.com.au

Page 2: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Practical Insights:

Assessing Opportunities and Gearing Up for

Success in Thailand – An Australian

Advisor’s Perspective

Ross Prosper, Director Taxation & Business

Services, Bentleys Perth

25 February 2016

www.Bentleys.com.au

Page 3: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Issues to Consider

Strategy

Doing Your Homework

Economic Climate

Execution

Working with Advisors & Resourcing

Attracting Investors

Financial Considerations and Managing Risk

Tax Considerations and Choosing Your Structure

Government Incentives

Management

Working with locals and managing change

Do you have the right leadership to grow the business

Corporate Governance and accountability

Page 4: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

1. STRATEGY

www.Bentleys.com.au

Page 5: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Doing Your Homework

Foreign Direct Investment into any country has opportunity and risk.

Do your homework and understand the real issues beyond tabloid media

What do you know about Thailand? Looking beyond the stereotypical

benefits

Understanding Thai culture and the deep roots of Buddhism on society

Making your decision based on business facts and professional advice

Understand your main costs (e.g. is it labour, capex, energy or distribution?)

Understanding your competition – local or international

Page 6: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Economic Climate

Thailand has a long history based on agricultural exports

Over the past few decades, the Thai economy has

undergone significant industrial development with

industry and services assuming a more prominent role

Most industrial activity is located in the central area of

Thailand

Politicians are very supportive of business development

The Thai economy is large

* Source: Australian Trade Commission

Page 7: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Thailand Market Snapshot

GDP: US$387.2 billion (2013)

GDP per capita: US$5,674 (2013)

GDP Growth: 2.9% (2013)

Population: 68.2 million (2013)

Trade with Australia: Au$19.4 billion (2012-13)

Source: Austrade

Page 8: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

* Source: Australian Trade Commission, 2011 GDP data

Page 9: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework
Page 10: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Typical Labour Costs*

Annual Salary (Baht) Annual Salary (AUD)

MD / GM 1.2 million 48,000

Financial Controller 960,000 38,000

Office Manager 600,000 24,000

Office Clerk 156,000 6,000

Sales / Marketing Staff 228,000 9,000

Translator 360,000 14,000

Accountant 240,000 9,500

Housekeeper 108,000 4,300

Semi-Skilled Labour 116,400 4,600

* Based on median monthly salaries surveyed in 2015 and published by the Thailand Board of

Investment. Exchange rate based on 1 Thai Bhat = $0.04 AUD as at 1 February 2016.

Page 11: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

2. EXECUTION

www.Bentleys.com.au

Page 12: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Working with Advisors

Although Thai is main language, bi-lingual help is relatively easy to

find

English is widely recognised and accepted in Thailand

Choosing the right advisor in Thailand (or any foreign country can be

difficult). How do you assess skills; do they understand your

business; how do you manage costs?

One approach is to go through the Thai Board of Investment (TBOI)

and a trusted Australian advisor with established international

networks who can assist with the screening process and cost

management considerations for you

Page 13: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Resourcing

What resources do you need?

Get help in undertaking a feasibility study

Thai BOI can provide introductions to expert advisors in any

industry and other assistance and guidance

Austrade

Financial advisor who specialises in the agricultural industry

Legal support

Thai Free Trade Agreement with Australia

Industry support

Can you qualify for an Australian Export Market Development

Grant (EMDG) through Austrade or other support?

Are there any Thai business incentives you can take advantage

of?

Page 14: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Thailand-Australia Free Trade

Agreement (TAFTA)

TAFTA is one of two Free Trade Agreements that

Australian Businesses can use

The elimination of 94% of Thailand’s tariff & quota

barriers on imports from Australia as of 2010

Remaining tariffs being phased out from 2015 to 2020

Increased access and new ownership rules for

Australian investors

Provisions on Investment Protection

Right to transfer funds out of Thailand at any time

Livestock exports = 0 tarriff

Page 15: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Attracting Investors

Putting together your feasibility study and business plan

Do you know your expected return on investment?

Is your financial structure in place?

Determining how much funding you need

Do you need a Thai business partner? Maybe & the role

of the Thai BOI

Marketing through your advisor network

Page 16: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Financial Considerations

Manage Financial Risk

Choosing your structure

Foreign exchange risk

Hedging strategies

Do you have appropriate insurance?

Debt to equity mix can impact return on investment

Taxation

Government Incentives

Page 17: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Categories of Risk

Page 18: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Importance of Financier

Relationship

“Your financier, whether a bank or some other financial

organisation, plays a crucial role in supporting the

operation, growth and success of your business.”

For long-term stability, you need to develop an unofficial

‘partnership’ with your financier.

One of the biggest frustrations of a growing business is

being unable to secure the financing needed resulting in

lost opportunities & stifling growth

Page 19: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

How Risk Is Viewed From a

Financier’s Point of View

Each risk is identified, and appropriate pricing is adopted

for the facilities

The greater the perceived risk, the greater the margin

paid

Minimise risk for the bank/ financier, through better &

more timely reporting, audit processes, good corporate

governance, better financial systems and control

Page 20: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Taxation Overview In Thailand Overview Rate / Feature

Company tax rate (including branches) 20%

Carry forward of tax losses 5 years

Thin capitalisation rules? No but debt to equity limits may be

imposed if certain business licences or

other approvals are required from the

Thai BOI

Transfer pricing rules? Yes

Withholding tax on dividends 10%

Withholding tax on interest 15%

Withholding tax on royalties 15%

Service fees (technical services

treated as royalties)

15%

VAT (certain exemptions apply) 10% / 7% until September 2016

Tax year Calendar year

Page 21: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Choosing your Structure

A number business structures are available in Thailand including various

forms of partnerships (ordinary, registered and limited partnerships) as well

limited companies and public companies.

It is common for foreign investors to structure their business through a

limited company, branch or representative office

From an Australian perspective, whether the Thai structure is held through

an Australian company, trust (family or fixed trust) can impact return on

investment depending on your circumstances

Consider debt and equity funding mix

Page 22: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

3. MANAGEMENT

www.Bentleys.com.au

Page 23: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

How to avoid costly business failure

when investing offshore

Many businesses with international aspirations have

failed when they attempt cross border investment. Why?

People issues are often at the root cause of failure

You need to do your due diligence on people – a critical

business issue for any investor

What should your management team look like?

Relocated Australian managers, experienced expats,

local management and leadership teams

Clarity around roles, expectations and reporting lines

Coaching and mentoring

Page 24: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Leadership in Thailand

Preparing managers and executives for an expat

assignment

Business in Thailand is formal – understand the rules of

protocol

Hands on management – leaders give orders – strictly

chain of command

Focus on managing individual performance

Change management occurs through clear top-down

direction and patience

Thailand has a collective culture – emphasis on group

orientation and teamwork

Page 25: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

The value of Corporate Governance

What is Corporate Governance?

Corporate governance definition

Principles for businesses engaged in exporting or foreign

direct investment

Practical implementation

Stage in business life cycle will influence type of

corporate governance processes required

Page 26: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Importance of Good Governance

Corporate Governance for Small to Medium

Enterprises investing offshore

Corporate governance is not just for big corporations

SME’s can benefit from adopting good governance

Establishing a framework of company processes to

communicate, control and monitor (or govern) the

business

Managing and controlling risks by being informed

The impact of good governance

Page 27: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Impact of Good Governance

Improves performance management

Improved risk management

Identifying

Analysing

Mitigating

Legal & financial impact

Greater compliance with legal requirements

Reduced cost of capital

Page 28: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

To Finish Off:

Some Business Etiquette Tips

The traditional form of greeting in Thailand is the “wai”, which is the placing

of palms of the hand together and raising them with fingertips at eye level

and inclining the head slightly

Foreign business people are not expected to initiate the wai

Business cards should be exchanged using the right hand or both hands

and should be read upon receipt

Attire at business meetings should be formal business attire

Building personal relationships is important to Thai business development

Again, peer to peer meetings are important

Exchanging gifts is widely practiced and signify friendship or an appreciation

of hospitality

Gifts are opened in private

Page 29: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Thai Government Incentives

The Thai Government recently announced a 7 year

investment promotion strategy from 2015 to 2021 to

encourage both foreign investment into Thailand as well

as Thai outbound investment.

Foreign investment in Agriculture and Agricultural

Products is one of the specifically targeted areas.

Broadly, the incentives are divided into two groups:

Activity-Based Incentives

Merit-Based Incentives

Foreign investors can take advantage of both Activity-

Based and Merit-Based Incentives

Page 30: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Thai Government Incentives

(continued)

Activity-Based Incentives

These are further divided into sub-classes of activities but

broadly relate to incentives relating to knowledge based activities

focussing on R&D; development of infrastructure and high

technology activities.

Incentives provided include:

Corporate income tax exemption from 3 to 8 years

Exemption on import duties of machinery and raw materials

Relaxation of certain regulations covering:

Entry into the country and use of offshore skilled labour

Ownership of land

Foreign currency exchange controls

Page 31: Bentleys National - agric.wa.gov.au Feb 2016.pdf · Ross Prosper, Director Taxation & Business Services, Bentleys Perth 25 February 2016 . Issues to Consider Strategy Doing Your Homework

Thai Government Incentives

(continued) Merit-Based Incentives

These are additional incentives to further encourage

investment that focus on improving the country’s

business competitiveness; decentralization and

development of industrial areas.

Incentives provided include:

Corporate income tax exemption between 3-8

years

Additional deductions about to 200% of

expenditure in certain areas such as

transportation; electricity and water supply