The proposed guidelines have
received public comments from several channels spanning from website, social
media to focus groups.
The to-be-issued rules will provide
regulatory clarity for ICO issuers, related intermediaries and those who
transact with digital assets, and lessen chance for people on deception or be
at disadvantages as well as allow the public sector to have tools to monitor
and deter money laundering.
ICO issuers must be a company established
under Thai law, with a clear business plan, audited financial statements, clear
rights for digital token holders, source code disclosure, a prospectus, progress
reports of a project and use of proceeds.
The offering of digital token must
be made through ICO portals approved by SEC Board. The role of ICO portal is to
perform due diligence on the projects, verify investors’ identities and status,
and conduct risk assessment of investors.
Issuing of each ICO can be offered
the unlimited amount to institutional investors, ultra-high net worth investors
and venture capital enterprises, but no more than 300,000 baht to each
individual investor. A combined amount sold to individual investors must be no
more than four times of shareholders’ equity or no more than 70% of total
Digital asset exchanges, brokers and
dealers must be granted licenses from the minister and their paid-up capital
must be no lower than SEC requirements. Digital assets which will be traded in exchanges
are required to follow the listing rule of exchanges which must be approved by SEC
Any digital asset trading within the
digital asset exchanges must be
exchanged with baht or cryptocurrencies listed on the notification.
SEC Board has also approved the exemption on the
offering of utility token that is ready to use at the day of offering from
Also, providers who service trading
utility tokens with similar rights including coins in games or points to redeem for products
or services are not regarded as operating digital assets businesses. For providers who service trading digital assets with Thai
baht pegged stable coin are not regarded as operating digital asset brokers and
dealers under this royal
SEC Deputy Secretary-General Tipsuda
Thavaramorn said “Based on the regulation, we try to strike the balance between
fostering innovation and building confidence to the relevant parties. Comments
from all parties have been taken into consideration. The regulation may not be
perfect yet, but it’s the start allowing us to learn from the real use case
together with the industry.”