Revealing the essential content of the “Draft of the Royal Decree amending the Securities Act” set to enhance corporate governance and law enforcement measures
Revealing the essential content of the “Draft of the Royal Decree amending the Securities Act” set to enhance corporate governance and law enforcement measures
On March 27, 2568 , the Cabinet approved the draft Royal Decree amending the Securities and Exchange Act (No. ...) B.E. .... (a package aimed at enhancing corporate governance and law enforcement measures), as proposed by the Ministry of Finance. The key points are as follows:
1. Improving the efficiency of monitoring and supervision of short selling
- It is prohibited for investors to sell registered securities without having the securities in their possession (short selling) unless it complies with the criteria announced by the SEC and penalties for any violations.
- Requires Custodians and Nominee Services to report information of true beneficiaries to the SEC and impose penalties for violations.
2. Improving the performance of capital market-related service providers to increase the strength of securities issuing companies and listed companies.
- Increase the authority of the SEC to supervise service providers related to the capital market, such as auditors, auditing firms, financial advisors, asset appraisers, and credit rating agencies.
3. The determination of the rights of shareholder representatives to cover actions on behalf of shareholders in the rehabilitation and bankruptcy process.
- To authorize the bondholder representative to have powers and duties covering the actions on behalf of bondholders in the rehabilitation or bankruptcy process, in requesting payment of debts and taking any other necessary actions, without precluding the bondholders' rights to act on their own.
- Clearly define the scope of authority and duties of the bondholder representative in conducting business rehabilitation or bankruptcy cases.
4. Reporting of information on debt obligations in securities
- Establish a duty to report information on the creation of significant amounts of securities liabilities in accordance with the criteria announced by the SEC and specify penalties for violations.
- Requires the SEC to disclose reports on the creation of obligations to the general public.
5. Increasing legal measures to prevent damage
- Add measures to stop and deter transactions of listed companies that are suspected of transferring assets, such as stopping transactions from the stage of checking information on wrongdoing if there are indications that the listed company may be involved in large-scale corruption or providing benefits to groups of executives, etc.
6. Employing SEC officers as investigators in high-impact cases
- Let the SEC have investigators to handle high-impact cases.
- Allow investigators or police officers or special case investigators or special case officers to investigate high impact cases together with SEC investigators.
- Allow civil servants, officers or other personnel in government agencies to temporarily work at the SEC (Secondment) for the benefit of investigating and investigating high-impact cases.
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