Dherakupt International Law Office

Dherakupt International Law Office Ltd. (“DRKI”), founded in 2004, is one of Thailand’s leading law practices, with a proven record of providing practical, innovative, and effective legal and tax advice to a broad range of local, regional and international clients.Our team in Bangkok includes 4 partners, and a total of 30 lawyers.

We aim to deliver service “ beyond our clients’ expectations ” – not just once, but in everything we do.

•Delivery of Plus-One Services

•Relationship

•Knowledge

•Integrity

DRKI nurtures our Plus-One Policy in every team member, both professionals and non-professionals. Plus-One focuses on the quality of our service — and on delivering service “beyond our clients’ expectations” , throughout the relationship cycle. It starts with identifying needs and proposing solutions, through producing deliverables, to closure and billing. Consistently, Plus-One emphasizes exploring innovative legal options, while maintaining the highest value-standards, providing client-friendly implementation, and ensuring personalized yet professional assistance.

Our Philosophy

DRKI endeavors to provide value-added services, exceed client expectations, and build long-term trusting client relationships.

We emphasize client attention, responsiveness, and effective productivity. We track developments in our profession, our areas of expertise and our clients' industries, but also act as agents for positive change.

We are committed to innovation by planning for the future and learning from our past, and by encouraging devotion to effective and innovative problem-solving.

DRKI is also committed to "fairness and justice" within society.

Our History

18 Years and Counting

Dr. Anuphan Kitnitchiva, together with his partners, founded DRKI in 2004 with a philosophy to "deliver professional services and results that no one else can.” He and his partners bring tested experience in advising local and multi-national clients in taxation and commercial law.

Before founding DRKI, Dr. Anuphan was lead partner of legal and tax services at a leading international accounting firm.

Specialized and Integrated

DRKI comprises a diverse group of highly skilled lawyers and tax advisors to provide our clients with proven legal and tax solutions. DRKI lawyers and advisors are specialized in their designated areas, but are also integrated as teams to enable comprehensive, effective and innovative solutions.

We endeavor to handle client matters in manners most suited to deliver results beyond expectations, in terms of quality, speed and cost-effectiveness.

Corporate & Commercial

DRKI provides legal advice to publicly held and private businesses. We often serve as general counsel for corporations in handling all legal aspects of the corporate life-cycle, from the initial establishment to dissolution. Our general corporate practice is broad and often intersects with other law practice areas, including taxation.

General Corporate & Commercial Services

DRKI provides advice to both publicly listed and private companies on various joint ventures, restructurings and corporate transactions, both domestic and cross-border, across multiple industries. Our services include both the planning, drafting and revision of joint venture agreements, share sale and purchase agreements, shareholders’ agreements and loan agreements. We also complete all mandatory registrations and filings with the relevant government authorities, often within shortened periods.

Structuring Foreign Investment

DRKI advises multinational and regional entities about business structures and transactions typically regulated by Thai laws governing foreign investment. DRKI prepares the essential certification or licensing applications for extraordinary or restricted activities contemplated by foreign companies and for minimum capital requirement exemptions. We assist in preparation of requisite annual operation and transfer technology reports, and perform necessary maintenance to ensure licenses or certificates remain valid.

Labor & Employment

DRKI has a dedicated, experienced labor practice to render a full range of compliance related services. We provide practical labor and employment solutions to clients, and representations in labor matters and disputes that range in complexity. We review, or can even prepare, employment agreements, work rules and regulations and internal policies, and draft documents relevant to the particular matter and governing laws.

Board of Investment (BOI) Promotion & Other Government Incentives

DRKI provides comprehensive services for foreign companies to acquire BOI promotion. BOI promotion comprises a range of tax and non-tax incentives, among others, awarded by government to attract and retain foreign investment in Thailand. We advise about feasibilities, and help clarify the objectives and structure of the investment. We can then help the investor present favorable BOI proposals to the authority. DRKI stays attuned to application status, coordinates with BOI Departments, and executes all mandatory filings during the application process and those essential to maintaining promotion. Government also incentivizes through its Industrial Estate Authority of Thailand (IEAT), and its commitments under ASEAN Comprehensive Investment Agreement, ASEAN Framework Agreement on Services, and the Treaty of Amity and Economic Relations between Thailand and the US.

Tax

DRKI provides solutions to the challenges institutional and individual clients face with withholding, personal income and value added taxes in Thailand, including the broader bandwidth of income / earning, ad valorem and consumption taxes. Services also include tax planning, wealth management, M&A taxation, and due diligence.

Compliance support

DRKI advises clients on tax regulatory compliance, including daily compliance, tax refund assistance, among others.

Transaction support

DRKI supports clients in their major transactions, such as mergers and acquisitions. The services include tax due diligence to uncover hidden tax liabilities/exposures and informing clients for their M&A decision-making. Support also extends to post-transaction reviews to verify whether the new structure has been implemented according to DRKI’s advice.

Value generation

DRKI provides proactive value generation services. Such services can include tailored tax planning strategies to achieve optimal tax efficiency.

Risk management

DRKI assists clients in the revision of their past and present operations, and identifies non-compliance and possible risks. We provide solutions and improvements to our client’s tax systems.

Tax investigation assistance

DRKI assists clients in their coordination with Revenue Officers, particularly during negotiations. We also represent clients in the face of Revenue Department allegations and during appeals.

General tax advisory

DRKI provides general tax advisory services related to the day-to-day implications of corporate income tax, personal income tax, value added tax, specific business tax, stamp duty, and withholding tax, for pre-transaction tax implications. Where possible, we suggest alternative tax-efficient structures to ensure that the transaction has been designed with optimal tax benefits.

Customs and excise tax advisory

DRKI advises on customs valuation for the importation of goods into Thailand and provides customs reviews, both to help the institutional importer avert severe financial penalties and imprisonment from unlawful treatments. Where possible, we provide recommendations for mitigating any existing exposure.

Petroleum

DRKI offers a full range of petroleum law services covering the followings areas:

•Upstream, Midstream & Downstream Transactions

•Petroleum Concession & Production Sharing Agreements

•Petroleum Tax

•Oil & Gas Transactions (Farm-In, Farm-Out, Joint Operation Agreements, Joint Utilization of Facilities)

•Onshore & Offshore Service Contracts

•Decommissioning, Rig-to-Reef Projects, Asset Transfer and Facilities Access

•Legal Compliance Audits

•Permits and Licensing

Our Experience

We ensure that our team members understand each client’s operations and requirements in order to deliver effective and efficient services. To date, we have advised both public and private sector clients in among the following areas:

Management of assets to be handed over by petroleum concessionaires to government upon the expiry of their concessions.

•Laws and regulations applicable to offshore and onshore exploration and production activities.

•Farm-in and farm-out of concession blocks under the same concession agreement.

M&A and Restructuring

DRKI provides legal due diligence services and legal implementation of merger and acquisition transactions, including drafting asset or share acquisition agreements. We prepare targets for acquisition of securities, merger and acquisition, and provide necessary documentation and registrations to complete the transactions.

Company Restructure

DRKI advises a client in the industrial industry in the restructuring of the group’s shareholding structure in accordance with improved tax efficiency planning.

Merger and Acquisition

DRKI provides advice to both listed companies and private companies on various M&A, joint ventures, restructuring and corporate transactions of both domestic and cross-border transactions in various industrial sectors, including the drafting of joint venture agreements, share sale and purchase agreements, shareholders agreements and loan agreements.

DRKI advises our clients to acquire both new and existing development projects, including development of hotel, community mall and mixed used real estate project.

Capital Markets

DRKI serves as legal advisor in a wide range of capital market transactions, and advises on securities laws and regulations, disclosure requirements, corporate governance and general corporate law.

IPOs and Equity Offerings

DRKI serves as legal advisor to non-listed companies during the preparation of Initial Public Offers (IPOs) for purposes of compliance with SEC and SET laws and regulations.

DRKI acts as legal advisor to clients who wish to raise fund by issuing securities, ordinary shares and warrants by way of rights offer, public offer or private placement.

DRKI advises institutional clients with their Employee Stock Ownership Plans (ESOP).

Capital Markets

DRKI advises listed companies on the acquisition and disposals of shares, assets and/or businesses, including land and real estate, hospital projects, solar power plant projects, and geothermal power plants in Japan.

DRKI acts as legal counsel to listed companies with respect to related party transactions.

DRKI assists listed companies with disclosure of material events.

DRKI advises listed companies with respect to shareholders’ meetings.

Property Funds & REITS

DRKI serves as legal advisor for the establishment the Real Estate Investment Trusts (REITs) to invest in assets in the United Kingdom.

DRKI helps clients set up Private Equity Trusts (PE Trusts), an alternative fund-raising channel for start-ups, small and medium-sized enterprises (SMEs).

DRKI advises listed companies to establish property funds under SEC laws.

Transfer Pricing

Transfer pricing documentation services

We assist multinational enterprises in preparation and documentation of transfer pricing reports that comply with both local and international standards. We also provide appropriate price-setting method through transfer pricing benchmarking analyses.

Transfer pricing audit defense

We support customers’ tax position by providing facts and supporting documents and mitigating or terminating risk of transfer pricing allegation and audit.

Transfer pricing strategic planning

We assist clients in identifying transfer pricing risks, developing inter-company transaction pricing strategies, and determining effective transfer price with appropriate method.

Risk management

We support clients in minimizing transfer pricing risk when submitting the TP Form. We identify potential tax assessment risks by complying with requirement and provide accurate view of the company. Strengthen tax position in case of a possible TP challenge and, in the worst case, contain potential damage.

Compliance

We avoid unnecessary fine from submitting inadequate information or failing to submit the documentation. Inter-company transactions under our revision are consistent with the arm’s length principle as suggested by Thai and OECD guidelines.

Efficient transfer pricing policy

We provide transfer pricing services that realign ineffective business model; such as optimizing profit margin while setting prices that are consistent with the arm’s length principle. Our services establish the best practice with respect to transfer pricing as an internal precedent for the future.

Personal Data Privacy Standard

Legal Review – Data Mapping & Gap Analysis

•Review personal data protection frameworks and management, including electronic media, forms and organization policy, and relevant documents, such as contracts with partners, alliances and customers, and those with employees.

•Analyze data flow and categorize personal data to identify data mapping in relation with legal exposure from its collection, use or disclosure.

•Assess risks in personal data management (Gap Analysis).

Standard Form & Documentary Generation

•Prepare notification forms and consent letters, including those enabling the Data Subject to exercise its rights.

•Draft a personal data protection policy, or a manual or standards for personal data protection or for its cross-border transfer.

•Prepare or improve contracts with partners, alliances, customers and employees, including other necessary legal instruments.

Legal Support & Training

•Render legal services and support to improve compliance with laws.

•Arrange training for employees, including training of a Personal Data Protection Officer and a Responsible Person, as required under the PDPA.

Other Services

DRKI provides comprehensive legal solutions that relate to property, government affairs, immigration, intellectual property, litigation, among others, to achieve each client’s needs and goals.

Japanese Services

Culture and custom count in international commerce.

DRKI formed a strategic alliance with Miyake & Yamazaki, a Japanese law firm with a presence in Thailand, well over a decade ago. Together, we address and resolve a wide variety of domestic and cross-border law and tax challenges for large-scale Japanese businesses.

We provide comprehensive services, among those concerning property, government affairs, immigration, intellectual property, litigation, to help our clients achieve their goals.

Property

DRKI assists clients in handling all matters related to real estate, whether concerning tax or sale/purchase/lease. We represent clients as buyer and seller of property, with the intention to optimize favorable outcomes.

Intellectual Property

DRKI provides all services relevant to securing intellectual property including, among others, registration, enforcement, and litigation.

Immigration

DRKI lawyers have extensive and in-depth experience in immigration matters. Our immigration services extend beyond obtaining and marinating work permits and visas for foreign nationals.

Government Affairs

DRKI services with respect to government affairs include registration, filing documents, and negotiations with the competent governmental authorities.

Litigation

DRKI represents clients in all types of civil and criminal disputes throughout Thailand’s court system. We assist our clients in both settlements and litigated resolutions, representing their best interests.

Newer Challenges & Change

In some instances, there is no known legal or commercial precedent or model to address a particular problem. Or, both the evolving regulatory framework and economy may present new challenges. In these cases, we mobilize our human resources, commercial and legal expertise, good common-sense and humanity to engineer newer solutions.

Strategic Alliances

DRKI nurtures close, productive relationships across public and private sectors, in Thailand and abroad, to exchange knowledge and develop new understandings about market and regulatory developments for the benefit of our clients and country.

Dherakupt Law Office Ltd., a seasoned Thai law firm with whom we have a strategic alliance, provides us with extensive arbitration and litigation expertise. DRKI co-extends consultation about taxation, corporate and commercial laws, particularly when litigation requires commercial and business insight.

In 2004, DRKI also formed a strategic alliance with Miyake & Yamazaki, a Japanese law firm with a presence in Thailand. Together, we address and resolve a wide variety of domestic and cross-border law and tax challenges for Japanese businesses.

In 2022, DRKI entered into a collaboration agreement with Andersen Global, which sprawls over 390 locations in more than 170 countries worldwide with more than 13,000 professionals and over 1,800 global partners.Professionals at Andersen Global have a common background and vision and are selected based on quality, like-mindedness, and commitment to client service. Outstanding client service has been and will continue to be their top priority.Andersen’s extensive and seamless legal and tax services will enhance DRKI’s capability in partnering with clients who desire inroads into overseas markets and help DRKI continue delivering innovative solutions to clients by drawing on extensive experience and best practices in various industries.