Thailand is prepared for a transformative shift in its gambling laws with the introduction of the Draft Entertainment Complex Business Act (“Draft Entertainment Complex Act”), which aims to legalize and regulate casinos within designated entertainment complexes. Led by the Ministry of Finance, the draft legislation has made significant progress. On January 13, 2025, the Cabinet (Council of Ministers) has approved in principle the draft Entertainment Complex Business Act, assigning the Office of the Council of State to refine its details before forwarding it to the House of Representatives for consideration. The draft legislation aims to attract substantial investment to Thailand and boost the tourism industry.
Below is a summary of the key features of the Draft Entertainment Complex Act and the special committee’s study on legalizing entertainment complexes to address illegal gambling and promote Thailand’s economic interests (“Report”), which has been submitted to and acknowledged by the Cabinet in April 2024.
Entertainment complexes will be multi-purpose venues that combine casinos with a range of other businesses, including department stores, hotels, shopping centers, sports facilities, amusement parks, water parks, nightclubs, swimming pools, water parks, gaming venues, dining establishments, as well as areas for promoting Thai culture and OTOP products.
The Draft Entertainment Complex Act requires that companies seeking to operate an entertainment complex must be a private limited company or a public limited company incorporated in Thailand with a minimum paid-up capital of THB 10 billion.
A public company that has obtained a license under the proposed law will be exempt from the requirements under the Foreign Business Act B.E. 2542 (1992), meaning that it can be foreign owned. It will also be exempt from the requirements under the Public Limited Companies Act B.E. 2535 (1992), which mandates that the board of directors of a public company must comprise of at least five members, with at least half residing in Thailand. These exemptions are designed to facilitate and promote foreign direct investment.
Leases, subleases, or rental agreements for real estate used in operating the entertainment complex business are restricted to a 50-year term. However, it may be extended to up to 49 years beyond the initial term. The Draft Entertainment Complex Act also clarifies that such arrangements do not qualify as public-private partnerships under the Public-Private Partnership Act B.E. 2562 (2019).
An entertainment complex license will be valid for 30 years and can be renewed for additional periods not exceeding 10 years each. Under the draft bill, license holders will be required to pay an initial fee of THB 5 billion and an annual licensing fee of THB 1 billion.
The Draft Entertainment Complex Act proposes establishment of two regulatory bodies, i.e., the Policy Committee and the Executive Committee, to oversee and regulate the operation of the entertainment complex business. These committees will ensure that the businesses adhere to their license and approved plans as well as comply with applicable laws. This includes ensuring that operations take place only in designated areas, prohibiting individuals under the age of 20 from entering, and restricting access to Thai nationals who are not properly registered and have not paid the required entry fee with an aim to discourage gambling by vulnerable groups. Furthermore, the Draft Entertainment Complex Act explicitly prohibits any form of remote participation in gambling via the internet, preventing external individuals from engaging in such activities online.
To resolve the issue of gambling debts being unenforceable under Thai law due to their contradiction with laws and public policy, the Draft Entertainment Complex Act explicitly provides that debts arising from gambling activities within entertainment complexes are legally enforceable.
Report recommends establishing entertainment complexes within a 100-kilometer radius of international airports or in major tourist destinations, such as Bangkok and border provinces, to attract both domestic and international visitors. However, these recommendations are not currently included in the Draft Entertainment Complex Act.
The Report also suggests that operators may be required to pay a corporate income tax and a casino-specific tax of 17% on gross gaming revenue (GRR).
Public hearings conducted between August 2 and 18, 2024 reveal robust support, with over 80% of participants favoring the proposed changes, signaling societal readiness for regulated casino operations.
Thailand’s move to legalize casinos through the Draft Entertainment Complex Act represents a significant shift in its approach to gambling. The proposed legislation not only promises economic benefits through tourism and taxation but also introduces a structured framework to regulate the industry. As Thailand progresses toward modernizing its gambling laws, the focus will be on balancing economic gains with the need for responsible gaming practices and robust regulation.
Wise Equity will monitor the status of the Draft Entertainment Complex Act and provide further updates when there is any significant development. Should you have any questions in relation to the Draft Entertainment Complex Act, please contact Yaowarote Klinboon at Yaowarote.k@wiseequitylegal.com or Sittiwate Jewsittiprapai at Sittiwate.j@wiseequitylegal.com
