Listing Information

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Listing on mai

Common Share

Holding Co.

Status of the applicant

Must be a public limited company or corporation established under special law.

Paid-up capital in common shares
(after public offering)

Par Value

≥ 0.50 baht

Track record

• Continual operation for at least 2 years, under the management of mainly the same executive group for at least 1 year prior to application.
  
  
• Record net profits in the most recent year prior to application, and net profit > 10 million baht for all combined results in the year of filing application. 

• Operational results are available for only 2 years; the company’s market capitalization must be over THB 1 billion.
  
  
• Earnings before interest and tax (EBIT) > 0 both the latest full year and the accumulated quarterly results from that year

Distribution of minority shareholders (after public offering)

No. of minor shareholders/
Non-strategic shareholders

> 300 shareholders

Proportion of minority shareholders

• hold > 25% of paid-up capital for companies
• minor shareholders is not strategic shareholder

“Strategic shareholders” refers to

• Directors, managers, and executive management, including related persons and associated persons
• Shareholders who have a holding of above 5%, including related persons

Public offering

Approval

Must have been granted approval by the SEC (except for a company established under a special law).

Number of shares cumulatively offered for sale:

> 15% of paid-up capital 

Public offering procedure

Offered through an underwriter

Financial condition and liquidity

• must have a minimum total shareholder equity of THB 50 million and before IPO must have a minimum total shareholder equity > 0
• must be in a stable and healthy financial condition and have sufficient working capital.

Management

Management and control personnel 


Scope of audit committee's duties and responsibilities

• Management and control personnel must hold qualifications in accord with SEC regulations and not have any characteristics prohibited by the SEC*.
  
  
• The audit committee's duties and responsibilities must be clearly defined as specified by the SEC*.

Corporate governance and internal control

• must demonstrate good corporate governance practice and have a qualified audit committee as specified by SET.
• must maintain effective auditing and internal control systems as specified by the SEC*.

Conflicts of interest

• must have no existing or potential conflicts of interest as defined by the SEC*.

Applicant's articles of association

• must ensure that the applicant's articles of association and those of its subsidiaries are in line with SEC rules and regulations*.

Financial statements and 
auditors

• must ensure that financial statements have been prepared in accordance with SEC rules and regulations*.
• must have an auditor approved by the SEC*. (list of qualified auditors can be obtained from www.sec.or.th)

Provident fund

• must ensure that, by the date the listing application is filed, the applicant has established a provident fund.