Rules Summary
In case the listed company would like to grant shareholders’ rights such as the right to attend shareholders’ meeting, the right to receive dividends, or the right to receive ordinary shares from capital increase, it needs to know who are eligible and how many people are eligible. Company’s securities are traded and changed hands every day, the company thus has to determine the date on which the shareholders would be entitled with those rights.
| Topic |
Details |
| Types of the rights entitlement |
Two types of the date on which the shareholders would be entitled with rights:
- Record Date (RD): A specified date where shareholder list is recorded, so as to entitle the rights to shareholders
- Book closing date: A specified date for book closing to collect the shareholder list, so as to entitle the rights to shareholders
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| Rights to be entitled to shareholders |
- The listed company will notify the shareholders about the date for right entitlement or benefits e.g. attending the shareholders’ meeting, receiving dividends, subscribe the capital increase share, and subscribe convertible securities.
- The trading system will have related sign posted on the securities to notify investors two business days following the book closing date. The following are examples of signs related the entitlement:
- XM (Excluding Meeting) :
Buyers of securities will have no rights to attend the shareholders’ meeting
- XD (Excluding Dividend) :
Buyers of securities will have no rights to receive dividends
- XR (Excluding Right) :
Buyers of securities will have no rights to subscribe newly issued shares
- XW (Excluding Warrant) :
Buyers of securities will have no rights to receive warrants
- XB (Excluding Other Benefits) :
Buyers of securities will have no rights to receive certain benefits offered to securities holders such as the pre-emptive right to buy securities of related companies.
- To set a record date or book closing date, the company must notify the investors ≥ 14 days prior to that record date or book closing date.
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| Information disclosure |
- The listed company must notify, via SETLink, about the board’s resolution on the rights entitlement date immediately, or by 9.00 am of the following business day at the latest.
- Sample message for the record date: “Announcement of ……. entitlement will be on …………... ”
- Sample message for the book closing date: “The book closing date for ……… entitlement will be on ............. until the shareholders’ meeting ends.”
- Any change about the right entitlement date must be announced via SETLink seven days ahead of the previous date. The new date must also be at least 14 days in advance from the announcement date via SETLink.
- In the event that the entitlement date and shareholders’ meeting date are the same i.e. the date for dividend entitlement and meeting eligibility is the same, there should be a warning message in the letter to SET about the board’s resolution, and in the invitation letter to shareholders, saying that “The right entitlement is uncertain as it has not yet been approved from the shareholders’ meeting”.
- In the event that the entitlement date is after the shareholders’ meeting date, it should be at least five business days after the meeting, so as to provide sufficient time for investors to consider before the entitlement signs such as XR, XD, and XW are posted. The company shall notify about the entitlement date on the day when board of directors has made a resolution to hold shareholders’ meeting.
- Any entitlement date must be on SET’s business days
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