Listing preparation

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and procedures

1. Listing procedures for common shares
2. Listing procedures for preferred shares, debentures, convertible debentures, and warrants
3. Listing procedures for investment units including property funds
   

1. Listing procedures for common shares

Before offering securities to the public, a limited company must transform itself into a public limited company under the Public Company Act B.E. 2535. This Act has plays a key role in protecting investors. To file a listing application, the applicant may either:

1. Submit a listing application to the Exchange following SEC approval of the public offering, or
   
2. Submit listing and public offering applications to SET and SEC simultaneously (“parallel listing” )

The consideration of the listing application by the Exchange will normally be completed within 30 days of its receiving all required documents and information. The applicant must appoint a financial advisor, approved by the SEC and independent of the applicant, to coordinate listing activities with the Exchange and prepare listing documents in conjunction with the applicant.

Notes:

• A list of approved financial advisors and details of a public offering process are available at www.sec.or.th
• More information about converting a firm to a public company limited is available at www.moc.go.th

Preparation for listing common shares

Duration	Descriptions
3 to 6 months before filing the listing application	Study relevant rules and regulations, such as the Public Company Act, SEC rules and regulations governing the issue and the offering of securities to the public, and SET listing rules and regulations. Appoint a financial advisor approved by the SEC. Discuss company information with a financial advisor in order to examine the applicant's qualifications and make appropriate adjustments in accordance with relevant requirements. Prepare schedules and an information preparation plan . Restructure the shareholdings of the applicant and the other companies in the group. Remove existing or potential conflicts of interest and establish a suitable corporate governance system. Prepare financial statements and other accounting reports in line with accepted accounting standards. Establish an audit committee .
2 to 5 months before filing the listing application	Convert to a public company limited. Prepare an initial public offering (IPO) application and relevant documents. Plan for and study pricing and distribution of securities. Prepare a public relations plan.
1 to 2 months before filing the listing application	Establish a provident fund. Appoint a share registrar Submit an IPO application to the SEC. Prepare for a company visit and management interview by the SEC. Prepare the listing application and relevant documents.
When filing the listing application	Submit the listing application to the Exchange. Prepare for a company visit and management interview by the Exchange (for parallel application filings, to the SEC and SET will visit the company together) Distribute shares to the public. Submit a share distribution report and other required documents to the Exchange. Trading begins within two business days of the date on which SET's board approves the listing of the securities.

Notes:

• The above preparation period is an estimate based on the assumption that the overall qualifications of the applicant generally comply with SET listing requirements or need only slight adjustment.
  
• More information is available at http://www.set.or.th/en/products/listing/download_p1.html

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2 Listing procedures for preferred shares, debentures, convertible debentures, and warrants

Notes:

• Applications will be considered within seven days of submitting completed documents to the Exchange and trading can begin within two business days from the date on which SET's board approves the listing of the securities.
  
• More information is available at http://www.set.or.th/en/products/listing/download_p1.html .

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3. Listing procedures for investment units including property funds

Notes:

• Applications will be considered within seven days of submitting completed documents to the Exchange and trading can begin within two business days from the date on which SET's board approves the listing of the securities.
  
• More information is available at http://www.set.or.th/en/products/listing/download_p1.html .