Delisting

Failure to submit the financial statement / late submission / the auditor issues adverse opinion on the financial statements.

Failure to submit the financial statement / late submission / the auditor issues adverse opinion on the financial statements.

In the event of the delisting due to the failed to submit the financial statements before November 1, 2021, the listed company has the periods in each period as follows: Stage 1, the period of amend the grounds for delisting, has a period of 1 year, and stage 2, the period to resume trading, has a period of 1 year. The company can request for an extension of time in the stage 2 only 1 time, not more than 1 year. The revised summary of the revised guidelines is based on the information underlined. and the part of the criteria according to the information that is cross as follows;

Reason for delistingConditions and period for improving the qualifications of listed companies   
 Stage 1
Period for the elimination of
the grounds for delisting
Stage 2
Period for the repossession of
qualifications in order to
resume trading

Failure to submit financial statements / late submission of financial statements / incorrect financial statements more than 6 months in each period, only the first period that is delayed more than 6 months

Submit financial statements for the period in which the reason for revocation occurs  that is delayed more than 6 months can get all installments The auditor must not express an opinion that the financial statements are incorrect within 1 year within 2 years.Submit all late financial statements and submit the financial statements within the specified time for 2 consecutive periods within 1 year (may request an extension of 1 year) The auditor's report must not be of any of the following characteristics:
(1) There are conditions related to the case of defects in the internal control system. or accounting system incomplete or the financial statements do not conform to the financial reporting standards accepted by the SEC Office
(2) Not expressing an opinion on the financial statements or expressing a conditional opinion in the event that the scope of the audit is restricted by the actions or non-actions of the Company or its directors or executives.
(3) express an opinion that the financial statements are incorrect
SubjectDetail
Consideration criteria for possible delisting
  1. Periods overdue
Financial statementDue dateGrounds for possible delisting
Quarterly45 days from the end of accounting periodLater than 6 months after the due date
Annually2 months the end of accounting period
The SEC orders an amendmentAs per the SEC ordersLater than 6 months after the SEC has ordered an amendment

      2. Considering from the submission of the financial statements that the auditor has expressed an adverse opinion, which means the financial statements are inaccurate, and the financial statements has not been revised for more than 6 months.
Procedures for action upon the possible delisting of ordinary shares of the listed company

In the case that the company does not submit financial statements / submit financial statements that the auditor has commented that the financial statements are inaccurate
The SET will post a SP sign (Suspension) immediately from the due date for submitting the financial statements or the date of submission of the financial statements that the auditor has expressed an opinion that the financial statements are inaccurate and will maintain the SP sign until the company submits the said financial statements to the SET correctly and completely. When the securities have been SP for 3 months, they might open for trading for 1 month with Cash Balance account.

In the case of the SEC to amend the financial statements
The SET will post the SP sign immediately for 1 day and the next business day The SET will release the SP sign and along with the announcement of the posting of the CS (Financial Statements) sign, investors must trading such securities with a Cash Balance account only.

  • The CS sign will be maintained until the company submits financial statements that the SEC can order to amend the financial statements. or when the Stock Exchange announces that it may be delisted.
Action taken when the listed company faces possible delisting

In order for the company to have a clear solution and encourage it to expedite the action to resume trading as usual. The stock exchange will proceed as follows:
- Fail to submit the financial statement/ more than 6 months overdue/ Submit the financial statements that the auditor has opined that the financial statements are inaccurate. and the listed company has not taken action to rectify such incident for more than 6 months. After 6 months from the due date for submitting the financial statements or from the date of submission of the financial statements that the auditor has an opinion that is inaccurate, the SET will announce the list of companies that may be delisted and remain the SP sign and posting the NC sign until the company is able to resolve the grounds for delisting and proceed to have the qualifications to resume trading as usual.
- In the event that a listed company fails to submit its financial statements that the Office of the SEC has ordered to amend more than 6 months from the date that the Office of the SEC has ordered the amendment of the financial statements, after 6 months from the date that the SEC orders to amend the financial statements, the SET will announce the list of companies that may be delisted by posting the SP and NC signs until the company is able to resolve the grounds for delisting and proceed to have the qualifications to resume trading as usual. When the securities have been SP for 3 months, they may open for trading for 1 month and buy with Cash Balance account.

After the SET announces the list of companies that may be delisted. If later it appears that the company does not submit the financial statements for the next period which corresponds to the aforementioned cases, The SET will notify the company and disclose information about the failure to submit financial statements in the following periods to investors.

1) Period for the elimination of the grounds for delisting – There is a period of 2 years from the date the securities are announced as potentially subject to delisting.
Listed companies must proceed as the case may be as follows:

  1. Submit financial statements that have not been submitted for every period, provided that the auditor must not express an opinion that the financial statements are inaccurate. Only the financial statements for the period that are delayed more than 6 months from the due date.
  2. Submit the revised financial statements according to the order of the SEC for every period, provided that the auditor must not express an opinion that the financial statements are not or only the financial statements for the period that are delayed more than 6 months from But on the date the SEC Office ordered the amendment of the financial statements.
  3. In the event that the financial statements are submitted by the auditor that the financial statements are inaccurate and did not correct the above reasons for more than 6 months: Submit the financial statements that the auditor does not express an opinion that the financial statements are incorrect.
  • If the listed company can submit its financial statements within two year from the date of announcement that its securities may potentially be delisted, the company shall possess the qualifications in order to resume trading. The SET shall announce that its securities have entered the period for the repossession of qualifications in order to resume trading (Stage 2).
  • If the listed company is unable to submit the financial statements within one year from the date of announcement that its securities may potentially be delisted, the SET shall consider an order to delist the securities, and the trading will be allowed for 7 business days before delisting with NC sign posted and can be purchased with Cash Balance account only.
Consideration criteria for the repossession of qualifications in order to resume trading
  • The listed company can submit the request for the SET to consider allowing the listed company to resume trading as normal When completing the following :
    1. Submit the financial statements for every period that has not been submitted. and/or submit financial statements that the auditor does not have an opinion that the financial statements are inaccurate and/or submit the financial statements that SEC for revision
    2. Submit financial statements within the specified time for 2 consecutive periods (including in the case where a listed company receives a waiver to submit financial reports for the first 6 months of the fiscal year instead of submitting quarterly financial statements according to the rules.) and the auditor's report must not have any of the following characteristics:
      1. There are conditions relating to defects in the internal control system or accounting system or does not comply with financial reporting standards accepted by the SEC
      2. Not expressing an opinion or expressing a conditional opinion in the event that the scope is restricted by the company or its directors or executives.
      3. Inaccurate financial statements
    3. The listed company has all the qualifications according to the criteria for maintaining status as a listed company. As for the distribution of shareholdings A listed company must ensure that the number of small common shareholders is not less than 150, and such shareholders must hold shares in aggregate of not less than 15 percent of the registered company's paid-up capital.
Actions for listed companies to resume trading1. Submit an application to the Stock Exchange no less than 7 business days before the due date of the processing period in Phase 2.
2. Have a financial advisor co-create the request.
The Stock Exchange may send the request along with various information. to the Office of the Securities and Exchange Commission (SEC) for consideration as well. The listed company must submit information for consideration as additionally requested by the Stock Exchange and/or the SEC Office.
Announcement of the resumption of tradingThe SET shall disseminate information on the resumption of trading 7 business days on advance before the securities of the listed company commence trading.
Group 16724  Companies that may be subject to delisting since November 1, 2021
Failure to submit the financial statement / late submission / the auditor issues adverse opinion on the financial statement
flow_conditionNC3
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Remark * For details on how to post and remove the C sign, plwase see the section "C sign Posting"

Group 16724  For the company which is subject to possible delisting before November 1, 2021
Failure to submit the financial statements / late submission over 6 months from the due date / the auditor issues adverse opinion on the financial statements
flow_conditionNC1
flow_sp-nc1_mb
Failure to submit the revised financial statements according to SEC’s order / late submission over 6 months
flow_conditionNC2
flow_sp-nc2_mb

Remark :   The securities with SP sign posted for 3 months, the trading will be allowed for 1 month with NC sign posted and can be purchased with Cash Balance account only.

The SET will announce that the securities of listed company may potentially be delisted, and post NC (Non-Compliance) sign, from the date the financial statements submission has been overdue for 6 months until the listed company can submit the financial statements and take actions to repossess the qualifications in order to resume trading. In addition, SET will post an SP (suspension) sign in order to suspend trading. The securities with SP sign posted for 3 months, the trading will be allowed for 1 month with NC sign posted and can be purchased with Cash Balance account only.

The SET will announce that the securities of listed company may potentially be delisted, and post NC (Non-Compliance) and SP (Suspension) signs to suspend trading, from the due date after the SEC had ordered the amendment of the financial statements for six months. NC sign remains posted until the listed company can submit the revised financial statements and take actions to repossess the qualifications in order to resume trading.