笛那谷 Di Na Gu

笛那谷 Di Na Gu

China the world's second-largest economy continues to position itself as an important player on the global economic stage. China trade with and investment in Thailand, Southeast Asia, and other Asian regions are expected to accelerate as China's economy regains momentum.
笛那谷 Di Na Gu
YanJia will focus on building portfolios and relationships with Chinese clients and supporting the provision of the legal and tax services, in particular those related to corporate advisory and assistance, application for investment promotional privileges, as well as transfer pricing and merger & acquisition areas.

To support Chinese corporates and investors venturing onto Thailand and the regional markets, DRKI has established the China Desk, led by Tax Partner Mr. Phongnarin Ratanarangsikul, together with our Director Ms. YanJia Zhang (Jessie). The China Desk will focus on building portfolios and relationships with Chinese clients and supporting the provision of the legal and tax services, in particular those related to corporate advisory and assistance, application for investment promotional privileges, as well as transfer pricing and merger & acquisition areas.

Scope of Service

LEGAL SERVICES

  General Corporate
DRKI provides end-to-end legal support for corporate operations and structuring. Our services include:
  • Company registration and statutory filings.
  • Drafting of joint venture agreements, share purchase agreements, and shareholder agreements.
  • Legal advisory for domestic and cross-border corporate transactions.
  Foreign Investment
DRKI assists foreign investors in navigating Thailand’s regulatory landscape. Our services include:
  • Foreign Business License (FBL) application.
  • Business structuring & licensing.
  • Capital requirement exemption.
  • Annual reports & license maintenance.
  Labor & Employment
DRKI offers comprehensive legal services in labor and employment matters. Our services include:
  • Drafting employment contracts and company work regulation.
  • Labor law compliance and dispute resolution.
  • Work permit and visa application support for foreign employees.
  BOI & Incentives
DRKI supports clients in securing investment privileges and incentives from the Board of Investment (BOI) and other agencies. Our services include:
  • BOI application and proposal preparation.
  • Ongoing BOI compliance and reporting.
  • Advisory on IEAT, ASEAN, and U.S. Treaty benefits.
  Legal Due Diligence & Transaction Implementation
DRKI provides comprehensive legal due diligence and implementation services for mergers and acquisitions. Our services include:
  • Legal Due Diligence & Solution Recommendation.
  • Drafting and negotiating asset and share purchase agreements.
  • Preparing acquisition documentation and handling all required registrations.
  • Advising on strategic acquisition plans for both domestic and cross-border transactions.
  Group Restructuring & Tax Efficiency Planning
We assist clients in restructuring their group shareholding structures to enhance tax efficiency and corporate governance. Our services cover:
  • Intra-group share transfers.
  • Holding company structuring.
  • Mergers and internal reorganizations.
  Joint Ventures & Strategic Partnerships
DRKI advises on the formation and structuring of joint ventures and strategic alliances. We draft and negotiate:
  • Joint Ventures & Shareholder Agreements.
  • Loan Agreements and related corporate contracts.
  Capital Markets
DRKI provides legal advisory services across a broad spectrum of capital market transactions. We advise clients on securities laws and regulations, disclosure requirements, corporate governance, and general corporate law to ensure full compliance and strategic execution.
  IPOs & Equity Offerings
  • Legal advisory for non-listed companies preparing for Initial Public Offerings (IPOs), ensuring compliance with SEC and SET regulations.
  • Counsel for equity fundraising through rights offerings, public offerings, or private placements of shares and warrants.
  • Advisory services for institutional clients on Employee Stock Ownership Plans (ESOP).
  Listed Company Transactions
  • Legal support for listed companies in acquisitions and disposals of shares, assets, and businesses, including real estate, hospital projects, and renewable energy projects such as solar.
  • Advisory on related party transactions and disclosure of material events.
  • Legal assistance with shareholders’ meetings and corporate governance matters.
  Property Funds & REITs
  • Legal advisory for the establishment of Real Estate Investment Trusts (REITs), including cross-border investments in assets located in the United Kingdom.
  • Support in setting up Private Equity Trusts (PE Trusts) as alternative fundraising channels for start-ups and SMEs.
  • Advisory for listed companies on the formation of property funds under SEC regulations.
  Personal Data Protection Services (PDPA Compliance)
DRKI provides legal advisory and implementation services to help businesses comply with Thailand’s Personal Data Protection Act. (PDPA).
  PDPA Legal Review – Data Mapping & Gap Analysis
  • Review personal data protection frameworks, including electronic media, forms, internal policies, and relevant contracts with partners, customers, and employees.
  • Analyze data flow and categorize personal data to identify legal exposure from its collection, use, or disclosure.
  • Conduct gap analysis to assess risks and identify areas for improvement in personal data management.
  PDPA Standard Forms & Document Preparation
  • Prepare notification forms and consent letters to support the exercise of data subject rights.
  • Draft personal data protection policies, manuals, and standards, including those for cross-border data transfers.
  • Review and improve contracts with business partners, customers, and employees to ensure PDPA compliance.
  PDPA Legal Support & Training
  • Provide ongoing legal support to enhance PDPA compliance.
  • Conduct training sessions for employees, including designated Personal Data Protection Officers (PDPOs) and Responsible Persons, as required under the PDPA.
  Other Legal Services
DRKI provides comprehensive legal solutions across a wide range of practice areas to meet the diverse needs and goals of our clients.
  Property Law Advisory
DRKI assists clients in all aspects of real estate transactions, including tax matters, sale, purchase, and lease agreements, such as land plots, condominiums, and commercial properties. We represent both buyers and sellers to ensure favorable and legally sound outcomes.
  Immigration Services
Our lawyers have extensive experience in immigration law. We provide legal support beyond visa and work permit applications, including strategic advisory for foreign nationals and cross-border mobility.
  Government Affairs
DRKI supports clients in navigating interactions with government authorities. Our services include registration, document filings, and representation in negotiations with relevant agencies, such as obtaining restaurant licenses, factory permits, and other regulatory approvals.
  Litigation & Dispute Resolution
DRKI represents clients in civil and criminal disputes across all levels of Thailand’s court system. We assist in both negotiated settlements and formal litigation, always advocating for our clients’ best interests.

Transfer Pricing Services

DRKI supports clients in managing transfer pricing risks and meeting regulatory requirements. Our services include:
  • Transfer pricing documentation and compliance
  • Price setting Benchmarking analysis
  • Transfer pricing plaining and strategic advisory
  • Transfer pricing dispute resolution

Tax Services

  Compliance Support
Tax regulatory compliance: Focusing on tax filings review to ensure compliance with tax regulations when filing tax returns.
  Transaction Support
Pre M&A transactions
  • Tax due diligence: Uncovering hidden tax liabilities or exposures on mergers and acquisitions (M&A) transactions.
  • Tax structuring and advisory: Advising acquisition structure driven by tax costs for M&A decision-making.
Post M&A transactions: Ensuring proper implementation according to DRKI’s advised acquisition structure.
  Value Generation
Tax planning and efficiency: Delivering tax planning strategies resulting in tax efficiency on current and proposed transactions.
  Risk Management
Tax health check review: Addressing potential tax risks and non-compliance issues on past and current transactions according to clients’ focuses and needs, and providing recommendations.
  Tax Investigation Assistance
  • Tax audit assistance: Supporting clients and coordinating with Revenue Officers during documents submissions, reviews and negotiations.
  • Tax appeal: Drafting tax appeal and collecting documents to support tax appeal package.
  • Tax litigation: Providing tax litigation services and representing clients during tax appeal process.
  General Tax Advisory
  • Tax retainer: Addressing clients’ queries on day-to-day transactions/normal business operations covering all type of taxes under the Thai Revenue Code.
  • Tax advisory on specific transactions: Providing tax implications on specific transactions with suggestions on alternative.
  Customs and Excise Tax Advisory
  • Customs and Excise tax advisory: Advising on customs valuation for imported goods, conducting customs review to prevent or minimize financial penalties or legal consequences, and offering mitigation strategies for existing exposures.
  • Customs dispute resolution: Supporting clients and coordinating with Customs Officers during the post-clearance audits, reviews and negotiations.

NEED BEST PROFESSIONAL?

DRKI is a diverse group of over 35 highly skilled lawyers and tax advisors, including seven partners.

We focus on providing clients with proven legal and tax solutions.

PROFESSIONALS

Opor Dharmaroj

Partner

Key Qualifications

Mrs. Opor is a distinguished graduate of Thammasat University Faculty of Law (LL.B.).

Mrs. Opor has been practicing law for more than 25 years. Her vast experience and comprehensive range of corporate and commercial legal services and the other legal issues relevant to doing business in Thailand include the incorporation and restructuring of companies as well as the dissolution of a variety of legal entities in Thailand. These also include representative offices, branch offices, partnerships, joint ventures, and limited companies, in addition to applications for Foreign Business Licenses for the various permits and licenses required prior to the commencement of operations in Thailand.

Zhang Yan Jia

Zhang Yan Jia

Director

Key Qualifications

Ms. Yan Jia is a legal and business advisor focusing on cross-border investment, complex project implementation, and regulatory coordination between China and Thailand.

She has experience advising multinational clients and Chinese enterprises on investment structuring, market entry, infrastructure and data center projects, corporate governance, and regulatory compliance matters. Her work frequently involves coordinating legal, tax, and commercial considerations in projects requiring multi-stakeholder implementation and long-term operational planning.

Her practice particularly focuses on sectors involving large-scale investment and operational complexity, including data centers, infrastructure, industrial projects, manufacturing, and new energy-related businesses.

Yan Jia is known for her practical and business-oriented approach in assisting clients to navigate regulatory risks, implementation challenges, and cross-cultural business environments in Thailand.

She holds a Ph.D. in Business Administration from Assumption University, Thailand, where her research focused on financial market interactions and cross-market dynamics.