By virtue of Section 7 and the fourth paragraph of Section 90 of the Securities and Exchange Act B.E. 2535, Finance Minister prescribes the Ministerial Regulation as follows:
Clause 1 Person intending to establish securities company to undertake securities businesses in the category of securities brokerage, securities dealing, investment advisory service and securities underwriting shall file application for approval of establishment of limited company or public limited company to undertake such securities businesses with the Minister, via the SEC, provided that the SEC shall propose such application to the Minister for his approval.
Clause 2 Limited company or public limited company newly established under Clause 1 shall have the Ministry of Finance held its shares not less than ninety-nine percent of total shares sold. Upon its establishment, such company shall file documents evidencing corporate registration with the SEC who shall consider and recommend the Minister with regard to issuance of securities
business license in the specified category. Securities business license under the second paragraph shall be in form as specified by the SEC.
Clause 3 Securities company eligible to obtain approval under this Ministerial Regulation shall have objectives, at least, to participate in auction or bid invitation, purchase or accept transfer of finance companies or finance and securities companies whose businesses are suspended and thereafter fail to rectify or rehabilitate their financial condition.
Clause 4 In issuing securities business license, the following conditions shall be specified:
(1) the Ministry of Finance shall, without delay, sell all shares held in those securities companies to commercial bank established under the Notification of the Ministry of Finance dated 20th January B.E. 2541 re: Issuance of Commercial Banking License;
(2) change of shareholders of such securities company other than Sub-clause (1) that causes any person to hold shares of such securities company, either directly or indirectly, in the amount of ten percent or more of total shares sold, shall be subject to the SEC Office’s approval in accordance with criteria, conditions and procedure specified by the SEC.
Given on the date of 20th January B.E. 2541
Deputy Finance Minister
Acting as Finance Minister
This English version is prepared by Legal Department with the sole purpose of facilitating the comprehension of foreign participants in the SEC’s rules and regulations and shall not in any event be construed or interpreted as having effect in substitution for or supplementary to the Thai version thereof. Please note that the translation has not been subjected to an official review by the Office of the SEC. The Office of the SEC, accordingly, cannot undertake any responsibility for its accuracy, nor be held liable for any loss or damages arising out of or in connection with its use.