​​Equity Instruments

Shares

Secondary Public Offering (SPO)

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Can be done in 2 cases:

​​​1. ​​Fast track case for companies with good corporate governance and offer for sale of shares at a price not lower than the market price, which do not sell a share swap and the number of shares offered for SPO is not more than 25 per cent of paid-up capital.  The company which will submit the application in accordance with the fast track rule must meet the prescribed criteria, for instance, during the past year, there is no record of being ordered to amend its financial statements or to explain or being temporarily banned from trading its listed securities under the Trading Suspension sign (SP), etc. and obtain approval from the shareholders' meeting on the offering of shares not less than one year. 

​​The criteria for consideration are as follows:

1.1 The directors, executives and controlling persons must not have untrustworthy characteristics pursuant to the specified criteria.

1.2 Having other qualifications, such as not having prohibited characteristics, not being involved in illegal business, not having records of contravening or failing to comply with the criteria for offering securities in substantive matters.

1.3 Having obtained a clear resolution on approval for the capital increase and such resolution has been obtained for less than one year until the date of application.

1.4 In case of a listed company, the company must not be in the process of pending the submission of or amending financial statements or reports pursuant to sections 56, 57 and 58 of the Securities and Exchange Act and is not being in the process of complying with the orders of the SEC or the Stock Exchange of Thailand for not protecting the rights of shareholders, treating shareholders unfairly or failing to disclose complete and accurate information.

​2. Normal track case for cases which are not fast track

• Uses the same criteria with Public Offering (PO), for instance, qualifications of good corporate governance and qualifications under 1.1 to 1.4.

• If the offering price for the shares is below the market price, it must also comply with the criteria for low-price shares.