A company applying to list its common shares on SET must have the following qualifications:
|
Qualifications |
 |
| Status of the applicant |
|
|
Must be a public limited company or corporation established under special law. |
| Paid-up capital in common
shares (after public offering) |
|
|
> THB 300 million |
| Distribution of minority shareholders (after public offering) |
No. of minor shareholders/
Non-strategic shareholders
|
> 1,000 shareholders |
“Strategic shareholders” refers to
- Directors, managers, and executive management, including related persons and associated persons
- Shareholders who have a holding of above 5%, including related persons
|
- hold > 25% of paid-up capital for companies with THB 300 million
 paid-up capital < THB 3,000 million.
- old > 20% of paid-up capital for companies with paid-up > THB 3,000 million.
|
| Public offering |
| Approval |
Must have been granted approval by the SEC (except for a company established under a special law). |
Number of shares cumulatively offered for sale:
- paid-up cap < THB 500 million
- paid-up cap > THB 500 million
|
> 15% of paid-up capital
> 10% of paid-up capital or THB 75 million in shares, whichever is higher |
| Public offering procedure |
Offered through an underwriter |
| Track record |
- must have been in operation for at least three years. For a privatized state enterprise, operations prior to privatization will be considered as part of this three-year period.
- must have had the same company management for at least one year prior to the application date.
- must have the following net profit characteristics:
- combined minimum net profits from operations of
THB 50 million over the past two or three years.
- net profits from operations of THB 30 million for the latest full year.
- net profits from operations in the year of filing the listing application, when all quarterly results from that year are combined.
|
| Financial condition and liquidity |
|
Management |
Management and control personnel
Scope of audit committee's duties and responsibilities |
- Management and control personnel must hold qualifications in accord with SEC regulations and not have any characteristics prohibited by the SEC*.
- The audit committee's duties and responsibilities must be clearly defined as specified by the SEC*.
|
| Corporate governance and internal control |
- must demonstrate good corporate governance practice and have a qualified audit committee as specified by SET.
- must maintain effective auditing and internal control systems as specified by the SEC*.
|
| Conflicts of interest |
- must have no existing or potential conflicts of interest as defined by the SEC*.
|
| Applicant's articles of association |
- must ensure that the applicant's articles of association and those of its subsidiaries are in line with SEC rules and regulations*.
|
Financial statements and
auditors |
- must ensure that financial statements have been prepared in accordance with SEC rules and regulations*.
- must have an auditor approved by the SEC*. (list of qualified auditors can be obtained from www.sec.or.th )
|
| Provident fund |
- must ensure that, by the date the listing application is filed, the applicant has established a provident fund.
|
In case it deems that the admission of the issuer is beneficial to the Thai equity market, the Board of Governors of The Stock Exchange of Thailand may accept the listing of the issuer, by relaxing quantitative listing criteria, as it deems appropriate.
