Drafting Bilingual Contracts: 7 Clauses Foreign Buyers Always Get Wrong

Key takeaway: In a Thai–English contract, the language that controls in a dispute matters enormously. Thai courts operate in Thai, so a poorly drafted "controlling language" clause can undo your intentions.

The 7 clauses

1. Controlling language — State which version prevails. If silent, the Thai version typically governs.
2. Governing law — Thai law is usually enforced for assets in Thailand.
3. Jurisdiction & dispute resolution — Thai courts vs. arbitration (e.g. THAC).
4. Definitions — Ensure terms mean the same in both languages.
5. Payment & currency — Specify currency, FX, withholding tax.
6. Termination & penalties — Draft realistic liquidated damages.
7. Signatory authority — Confirm an authorized director per the DBD affidavit.

Why it matters

A contract that reads perfectly in English can fail if the Thai version differs or the controlling-language clause is missing. Always get a bilingual legal review before signing.

General information only, not legal advice.