Commercial and legal

Everything procurement asks on day one.

Liability, reliance, purchase orders, invoicing and how the Thailand side works — published rather than requested, so your legal and finance teams can clear most of this before the first call.

01 · The entity

Who you contract with

Trading name
Dino Sloth
Contracting entity
Registered name, company number, jurisdiction, registered office and tax registration are confirmed in writing on request, and are named in full in the statement of work
Principal
Robert Troughton, founder and sole principal

The work is performed in Thailand; the contracting entity may be registered elsewhere. Where those differ, both are stated in the statement of work so your finance and tax teams are keying off the same facts I am.

A signed supplier form, W-8BEN-E, or your own onboarding pack can be returned within one working day.

02 · Cover

Insurance and liability

Certificates
Professional indemnity, and public liability for on-site work — insurer and limit of indemnity confirmed with certificates on request at proposal stage, without needing to ask twice
Liability position
Liability is capped at the fees paid under the engagement unless a higher cap is agreed in writing. Fraud, wilful default and breaches of confidentiality are not capped.
Reliance
Reports are addressed to the commissioning party. Third-party reliance — a lender or co-investor, for example — is available by written reliance letter, agreed before delivery.

For diligence informing an eight-figure decision, your counsel will ask for this before you do. It is here so the answer is already yes.

Procurement

How to buy this through a real finance department

01Purchase orders

A PO can be raised against the statement of work and quoted on every invoice. A PO number is not required to start, but it will be honoured if your process needs one.

02Payment terms

30 days net by default. Advisory and triage are prepaid. Larger engagements split between signature and delivery. Longer terms are negotiable at contracting, not at invoice.

03Supplier onboarding

Vendor forms, bank verification calls, security questionnaires and insurance certificates are handled as part of scoping rather than treated as an interruption to it.

04Contract paper

Your MSA and NDA are usually fastest. A Dino Sloth NDA, statement of work and standard terms are available if you would rather not start from your own.

References

No logos. Real references.

Client names, logos, case studies and attributable anecdotes are not published. That policy is not going to change — it is one of the reasons studios are willing to open a build in the first place.

References are available under NDA at proposal stage. Where a client has agreed to it in writing, an introduction can be made to a prior client, or to a lawyer or corporate finance adviser who has worked alongside me on a transaction.

For diligence buyers this normally means a call with someone who has read one of these reports inside a live deal. That is a more useful reference than a paragraph on a website, and it is the one that is offered.

Ask at proposal stage. It is not something that has to be negotiated.

Southeast Asia

Buying from a supplier based in Thailand

Thai and regional finance teams raise the same handful of questions in the first procurement conversation. The answers are below, including the one most suppliers leave you to discover after you have signed.

Where I am, and who you contract with

These are two different facts and they are worth separating, because they have different consequences for your finance team.

The work is performed in Thailand. That is what determines the working hours you get, where the machine holding your captures physically sits, and how quickly someone can be in your office. It does not change.

The contracting entity is stated in the statement of work — name, registration number and jurisdiction — along with its tax status. See the entity block above. That is the fact your accounts payable process actually keys off.

Withholding tax

Thai companies withhold tax on service fees. The rate depends on whether the supplier is a Thai-resident or non-resident entity, and the difference is not trivial — a domestic supplier is typically withheld at 3%, while payments to a non-resident supplier attract a higher statutory rate that may be reduced or eliminated under the applicable double-tax agreement, subject to a residence certificate and the corresponding filing.

Whichever applies, you will be told the exact figure and the exact process before you sign, not at the point the invoice is paid. Fees are quoted gross, the withholding certificate is issued to the supplier so the amount can be credited, and no gross-up is requested afterwards.

Confirm the rate with your own tax adviser against the entity named in the statement of work.

Currency and invoicing

Invoices can be raised in THB at a rate fixed on the date of the statement of work, so the baht figure your finance team approves is the baht figure they pay. GBP, USD, EUR and SGD are equally available.

Where the contracting entity is registered for Thai VAT, a compliant Thai tax invoice and receipt (ใบกำกับภาษี / ใบเสร็จรับเงิน) is issued with the correct supplier details and tax ID. Where it is not, the statement of work says so plainly, so nobody is waiting on a document that is never coming.

Talking to me

Email and the booking form are on the contact page, and LINE is available on request — ask by email and the ID comes straight back. A booking form and a Western email address are not how most Thai studios open a conversation, and there is no reason to make you use them.

Specifics move to email once an NDA is in place, for the record rather than for formality.

Contracting language

Contracts are executed in English. A Thai-language summary of scope, fees and deliverables can be provided for internal approval where a board or a parent company needs it. Where a bilingual contract is required, your counsel prepares the Thai text and it is reviewed before signature.

Why any of this is on a website

Because it is normally the part you find out about in week three. A supplier who has pre-answered withholding, currency, tax documentation and entity status is materially easier to buy from than one who has not — and considerably easier than a UK or US consultancy that will need all four explained to it by your own finance team.

The rate card does not change by region. The paperwork friction does, and that is the part worth removing.

See what a smaller studio can buy

Can you complete our security questionnaire?
Yes. Most of it is already answered on the access and confidentiality page, and the one-page security summary can be forwarded to your infosec team directly. Anything outstanding is returned within two working days.
Will you sign our MSA and NDA?
Usually, yes, and usually without amendment. The clauses that occasionally need discussion are unlimited liability, assignment of pre-existing intellectual property, and exclusivity or non-compete terms broad enough to prevent taking work from other studios in the same market.
Who owns the report?
You do, on payment. Pre-existing methods, templates and tooling remain with Dino Sloth. Your material, your build and your data remain yours throughout and are deleted on the agreed schedule.
Is there a conflict-of-interest policy?
Yes, and it is published rather than promised: no success fees, no brokerage, no paid introductions, no working both sides of a transaction, and disclosure of relevant relationships before scoping. See conflicts.
Is anyone else working on my engagement?
Not by default. Dino Sloth is a single principal, and the person who scopes the work does the work. Where an engagement genuinely needs a named specialist, that person is identified to you by name before access is granted, is covered by the same confidentiality terms, and is charged at the agreed rate rather than added to inflate the engagement.

Need this in your procurement portal?

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