Bangkok, 16 March 2023 – The Securities and Exchange Commission (SEC) is seeking public comments on proposed amendments related to issuance and offer for sale of sustainability-themed bonds that would enable SMEs and startups in Thailand to issue and offer such securities through crowdfunding and private placement channels. This is to enhance their participation in driving sustainable development agenda and further develop the capital market’s key role
in contributing to solving social and environmental issues and promoting sustainable development of businesses of all types and sizes.
Today,
sustainability – covering social, environmental and governance factors – is
central to the strategy and operations of businesses of all types and sizes
throughout their supply chain as it helps mitigate risks, turn crisis into
competitive advantage and create sustainable growth. This is in line with the
government’s policy on promoting the development of SMEs, startups as well as
their supply chain towards greater adaptability and engagement in sustainable
business development. In this regard, the SEC has been continuously promoting
the issuance of sustainability-themed bonds namely Green Bond, Social Bond,
Sustainability Bond and Sustainability-linked Bond. From 2018 up to 28 February
2023, the fundraising through such bonds has totalled THB 542 billion (USD 16.3
billion). However, despite the ongoing upward trend, the issuances of these bonds were disproportionately
small compared to the overall bond market. In addition, most issuers were large-scale companies in specific industries.
The
SEC is therefore proposing to amend the regulations on debt securities offering
to support the issuance and offering of sustainability-themed bonds through
crowdfunding and private placement (PP-10)* channels. Furthermore, the
amendments also support the offering of sustainability-themed bonds through convertible
debentures by private limited companies (PP-SME)**. This will open up funding
opportunities for SMEs, startups and businesses of all sizes, and allow them to
participate in sustainable development. The proposed amendments include revisions to the information disclosure
rules pertaining to sustainability-themed bonds as well as sustainability
issues before and after the offering in line with international standards, for example, the use of the
proceeds of the bond for eligible sustainable projects, the process for project evaluation
and selection, project progress reporting and the selection of sustainability
KPIs. This is also to ensure that investors have accurate and complete information
for decision-making, and to increase the credibility of sustainability-themed bonds.
For
further details of this public hearing, please visit
https://www.sec.or.th/TH/Pages/PB_Detail.aspx?SECID=888.
Stakeholders and interested parties are welcome to submit comments through the website, or contact the Bond
Department via email: debt@sec.or.th. The
public hearing ends on 17 April 2023.
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Remarks:
* PP-10 means an offering for sale of securities
through private placement to up to 10 investors in accordance with the
Notification of the Capital Market Supervisory Board regarding Application for
and Approval of Public Offering of Newly Issued Debt Securities and the
Notification of the Capital Market Supervisory Board regarding Application for
and Approval of Private Placement of Newly Issued Debt Securities and Offering
for Sale of Convertible Debentures to Angel Investors.
**PP-SME means an offering for sale of securities through
private placement by small and medium-sized enterprises and private limited companies.