(English Translation)
Securities and Exchange Act B.E. 2535
----------------------------------
BHUMIBOL ADULYADEJ, REX.,
Given on the 12th day of March B.E. 2535;
Being the 47th Year of the Present Reign.
 
His Majesty King Bhumibol Adulyadej is graciously pleased to proclaim that:
Whereas it is expedient to enact a law on the securities and exchange;
Be it, therefore, enacted by His Majesty the King, by and with the advice and consent of the National Legislative Assembly functioning as both Houses of Parliament, as follows:
 
*
Section 1.
 
 
This Act shall be called the " Securities and Exchange Act, B.E. 2535".
 
*
Section 2.
 
 
This Act shall come into force after sixty days from the date of its publication in the Government Gazette, except Section 4, Section 7 to Section 16 , Section 17 to Section 31, Section 262, Section 263, Section 318 to Section 320 and Section 332 which shall come into force on the day following the date of its publication in the Government Gazette.
 
*
Section 3.
 
 
The following Acts shall be repealed:
(1) The Securities Exchange of Thailand Act, B.E. 2517;
(2) The Securities Exchange of Thailand Act (No.2), B.E. 2527.
 
*
Section 4.
 
 
In this Act
"securities" means
(1) treasury bills;
(2) bonds;
(3) bills;
(4) shares;
(5) debentures;
(6) investment units which are instruments of evidence representing the rights to the property of a mutual fund;
(7) certificates representing the rights to purchase shares;
(8) certificates representing the rights to purchase debentures;
(9) certificates representing the rights to purchase investment units;
(10) any other instruments as specified by the SEC.

"bill" means any bill issued for raising funds from the public as specified in the notification of the SEC.
"debenture" means any debt instrument or whatever name excluding bills, divided into units, each with equal value and a predetermined rate of return, issued by any company to a lender of purchaser, representing the right of the holder of such instrument to receive money or other benefit.
"underwriter" means any person who underwrites the sale of securities to the public.
"prospectus" means any document issued for the purpose of inviting any person or subscribe of purchase the securities issued or offered for sale by the issuer or the seller.
"company" means any limited company or public limited company including a juristic person established by specific law with the object of undertaking business.
"securities company" means any company, or financial institution licensed to undertake securities business under this Act.
"securities business" mean any of the following securities businesses:
(1) securities brokerage;
(2) securities dealing;
(3) investment advisory service;
(4) securities underwriting;
(5) mutual fund management;
(6) private fund management;
(7) other businesses relating to securities as specified by the Minister upon the recommendation of the SEC.
"securities brokerage" means brokering or representing any person in the purchase, sale or exchange of securities in the normal course of business in consideration of a commission, fee or other remuneration therefrom.
"securities dealing" means a purchase, sale of exchange, outside the Securities Exchange or an over-the-counter centre, of securities, for one's own account in the normal course of business.
"investment advisory service" means giving advice in the normal course of business to the public whether directly or indirectly concerning the value of securities or the suitability of investing in those securities or the purchase or sale of any securities in consideration of a fee or other remuneration excluding the giving of advice to the public in the manner as specified in the notification of the SEC.
"securities underwriting" means the underwriting of all or part or the securities from a company or owner of securities for sale to the public in consideration of a fee other the remuneration whether with or without any conditions.
"mutual fund management" means the management of investments under a mutual fund project by issuing
investment units of each project for sale to the public and bringing proceeds thereform to invest in, or procure
for profit from holding in, securities, derivative, or any other properties, or invest in or procure for profit by other
means.
(As amended by Section 3 of the Securities and Exchange Act (No.3) B.E. 2546)
“private fund management” means the management of funds of a person or group of persons who has authorized the management of investment to acquire benefit from securities, whether or not investment in other assets is also made, which management is conducted as an ordinary course of business, in consideration of a fee or other remuneration, excluding the management of investment as specified in the notification of the SEC.”
(As amended by Section 3 of the Securities and Exchange Act (No.2) B.E. 2542)
"listed securities" means registered or authorized securities for trading in the Securities Exchange.
"competent officer" means a person appointed by the Minister to execute the duties in accordance with this Act and whose name is published in the Government Gazette.
"Office" means the Office of the Securities and Exchange Commission.
"Secretary-General" means the Secretary-General of the Office of the Securities and Exchange Commission.
"Minister" means the Minister in charge of the enforcement of this Act.
 
*
Section 5.
 
 
Unless otherwise specified by the provisions of this Act, the SEC, the Office, the board of directors of the Securities Exchange, and the Securities Exchange shall issue the notification to the public specifying the period for consideration of the issuance of a license and granting of an approval under this Act. In cases where an application for a license or for an approval is refused, the applicant shall be notified of the reasons therefor.
 
*
Section 6.
 
 
Where the signatures of the directors or registrar are required in securities certificates under this Act, the SEC may specify that such signatures may be stamped by machine or by other means. In such event, the rules and procedures as specified in the notification of the SEC must be complied with.
 
*
Section 7.
 
 
The Minister of Finance shall be in charge of the enforcement of this Act and shall have the power to issue ministerial regulations and appoint competent officers to perform duties in accordance with this Act.
Such ministerial regulations shall come into force upon publication in the Government Gazette.