The Stock Exchange of Thailand (SET) has announced an enhancement of its supervisory and disclosure requirements for listed companies, Trusts, Property Funds, and Infrastructure Funds (collectively referred to as “Funds”), effective July 1, 2026.
The revisions aim to strengthen transparency, align regulations with current market conditions and international standards, and ensure investors receive sufficient and timely information for investment decisions. The new requirements underwent a public hearing with stakeholders and have been approved by the Securities and Exchange Commission (SEC) board. All listed companies have been duly notified.
Key highlights of the revised rules are as follows:
- Enhanced disclosure of key information for transparency
- Listed companies, Trusts, and Funds must disclose transactions that pose risks to their financial position and operating performance—such as asset impairment, expected credit losses, and overdue deposit refunds—concurrently with their financial statements, and report progress quarterly until the issues are resolved.
- Listed companies must immediately disclose any event identified by the board of directors or audit committee that may materially affect their internal control systems, and report progress quarterly until rectified.
- Listed companies must disclose updated shareholder lists in the following month of significant changes in ownership, specifically, upon the crossing of each 5% shareholding threshold under the Report on the Acquisition or Disposition of Securities (Form 246), and the completion of tender offers under the Report on the Result of the Tender Offer (Form 256), excluding cases of voluntary delisting.
- Revised backdoor listing criteria to assess the substance of a transaction rather than its form. This covers asset acquisitions larger than those of the existing listed company, or acquisitions resulting in a change of controlling power, a change of more than 50 percent of the board of directors/management, or a reduction of the original shareholders’ stake to below 50 percent of paid-up capital.
- Revised Cash Company criteria—covering companies whose assets are all or substantially all cash or cash equivalents, without a clear core business—to assess based on a company’s overall financial position, rather than being limited to cases arising solely from asset disposals. This applies to the financial statements for accounting periods ending after July 1, 2026.
- Revised C (Caution) sign, which alerts investors to exercise caution when trading a security, by adjusting the starting date of calculating the CC (Non-Compliance) and CF (Free Float) sign periods which now be “the date the event triggering the disclosure obligation occurs” instead of “the date of disclosure.” This prevents companies from benefiting from delayed disclosures with a longer remediation period than companies that disclose on time.
- Revised free float criteria for new listings by eliminating the waiver period for free float distribution for large new listings with paid-up capital of THB10 billion or more. Additionally, a new listing undertakes any actions that would cause free float falls below the required threshold immediately upon commencement of trading will be deemed to have failed to meet the free float requirements for new listing, thereby enhancing clarity and reducing the SET’s discretion.
