Commercial law governs those who contract as traders rather than as private individuals. Continental European and Japanese systems keep it in a separate commercial code. Thailand merges both into one code, but the internal structure still sets the commercial subjects apart: partnerships and companies, negotiable instruments, agency and brokerage, insurance, carriage of goods, and current accounts.
The distinction is not merely academic. A trader recovering the price of goods or work has a far shorter limitation period than an ordinary debt carries. The evidence is accounting records and tax invoices rather than witness testimony. And the parties usually have to keep trading with each other afterwards, which affects the strategy.
Thailand has no separate commercial court, so these cases are heard in the ordinary civil courts — except international trade and intellectual property matters, which have their own specialised court, and insolvency, which goes to the Bankruptcy Court.
What counts as a commercial dispute
- Sale and supply between businesses, including non-conforming goods, late delivery and refusal to take delivery.
- Unpaid trade debts and long-overdue invoices.
- Negotiable instruments: dishonoured cheques, bills of exchange and promissory notes, each with its own procedure and deadlines.
- Current accounts and trade credit between counterparties.
- Agency, brokerage, distribution, franchising and licensing.
- Partnerships and companies: shareholder disputes, setting aside resolutions, and directors' liability.
- Commercial insurance, both denial of cover and claims for indemnity.
- Carriage of goods and logistics: loss, damage and delay.
- Construction and contracting: unpaid sums, defective work and liquidated damages.
- Guarantees and business security, including enforcement against guarantors.
- Bankruptcy and business reorganisation, for creditors and for debtors.
How this differs in practice from an ordinary civil claim
- Shorter time limits. A trader recovering the price of goods or work has two years, where an ordinary contractual debt runs for ten.
- The evidence is documentary. Purchase orders, delivery notes, tax invoices and both sides' books carry more weight than testimony.
- The counterparty is a company, so signing authority and the company certificate must be checked before filing, or the wrong party is sued.
- The trading relationship usually has to continue, which often makes a documented settlement worth more than a judgment years away.
- Corporate assets move quickly, so interim relief matters more here than in a claim between individuals.
Steps taken before or during proceedings
- A formal demand stating the amount and the deadline, which the law requires before suit in some kinds of case.
- Negotiation and an enforceable instalment agreement, with defined consequences for missing a payment.
- An application to freeze the other side's assets before judgment, where there is reason to believe they will be moved.
- A check on the other side's assets and registered status before deciding to sue, so it is known what could actually be recovered.
- Considering insolvency proceedings instead of an ordinary debt claim, where the debtor has many creditors and insufficient assets.
What to bring
- The contract and purchase orders, with every amendment.
- Delivery notes, billing notes, invoices, tax invoices and payment records.
- The ledger showing the outstanding balance, and any balance confirmation.
- The cheque and the bank's return slip, for matters involving negotiable instruments.
- Correspondence and business messages, especially any acknowledgement of the balance.
- Company certificates for both parties, to check signing authority.
This page is general information, not advice on your situation. Every case turns on its own facts and evidence.