Thai SEC Proposal on Major Shareholders

Updated on: Aug 20, 2026

Latest Event


  • Aug. 17, 2026 Press Release on Finalized Rules
  • On Aug. 17, 2026, Thai SEC said it upgraded major shareholder criteria for securities, digital asset business operators, adding supervision of key financiers to reflect persons with actual control.
  • In addition, it reminded about the 90 day transitional provision, which ends Nov. 14, 2026.

On Apr. 7, Thai SEC sought feedback on additional major shareholder principle.

  • Thai SEC said it is seeking public comments on an additional principle requiring financial providers or financial assistance providers to major shareholders to obtain approval from securities and digital asset businesses.
  • This will strengthen control of illicit capital and improve credibility of financial system.
  • On the same day, Thai GVT published the consultation information.
  • Follows Thai SEC Feb. 2026 amended definition of major shareholders, see #281560.
  • Proposed Revisions
  • A further principle will be added to the definition of a person who has controlling power over a business operator or shares in a business operator.
  • This extends to individuals who provide direct/indirect funding to shareholders for the acquisition of shares in a business operator or shares of a legal entity that is a shareholder of the business operator.
  • Being a major source of funding includes acting as a guarantor, entering into contracts, or investing in any instrument that results in the party providing financial assistance.
  • Exemptions from obtaining approval to extend to ministries, departments, public organizations, government agencies, independent agencies created by specific laws.
  • Effectiveness
  • The consultation closes on Apr. 22, 2026.
  • In Apr. 2026, Thai GVT proposed revising definition for derivatives firms, see #294273.
  • In Apr. 2026, Thai GVT proposed amending shareholders' characteristics, #295595.
  • Jun. 2026 Further Consultation
  • On Jun. 9, 2026, Thai SEC, Thai GVT sought further comments on draft rules treating key financiers as major shareholders requiring SEC approval.
  • The rules would apply to securities business operators and digital asset business operators.
  • The aim is to identify the persons with actual control, especially where a major shareholder is funded by another party.
  • Such funders may influence business direction or decisions, and illegal funding sources, such as money laundering, could create legal, reputational, and market-confidence risks.
  • Key Financiers would include direct or indirect providers of money, assets, guarantees, contracts, or investments that effectively finance a major shareholder’s acquisition of shares.
  • Persons funded by the same source would have their shareholdings or control aggregated when assessing major shareholder status.
  • Certain public-sector entities, such as ministries, departments, public organizations, state agencies, and statutory independent bodies, would be exempt from further look-through shareholder checks.
  • The consultation closes on Jun. 23, 2026.
  • Aug. 11, 2026 Finalized Rules
  • On Aug. 11, 2026, Thai SEC finalized Notification No. 8/2569 on Consideration of Persons as Major Shareholders of Business Operators (No. 2), transmitted via Circular No. 44/2569, with best effort guidance and a digital asset operator public guide.
  • The provisions take effect Aug. 16, 2026; businesses shall submit an application for approval of major shareholders within 90 days from the date this announcement comes into effect.
  • Document dated Aug. 11, 2026, received from Thai SEC Aug. 17, summarized Aug. 19.
  • Aug. 17, 2026 Press Release on Finalized Rules
  • On Aug. 17, 2026, Thai SEC said it upgraded major shareholder criteria for securities, digital asset business operators, adding supervision of key financiers to reflect persons with actual control.
  • In addition, it reminded about the 90 day transitional provision, which ends Nov. 14, 2026.
Regulators
Thai GVT; Thai SEC
Entity Types
B/D; Exch; IA; Inv Co; MSB
Reference
PR 167/2569, 8/17/2026; Nt 8/2569, Cir Lt 44/2569, Gd 8/11/2026; PR 118/2569, CP 30/2569, 6/9/2026; CP, PR 71/2569, 4/7/2026; ESG
Functions
AML; Compliance; C-Suite; Financial; Legal; Registration/Licensing; Reporting
Countries
Thailand
Category
State
N/A
Products
Cryptocurrency; Derivatives; Equity; Fixed Income; Fund Mgt; Loan; Mutual Funds; Securities
Rule Type
Final
Regions
AP
Rule Date
Apr 7, 2026
Effective Date
Nov 14, 2026
Rule ID
292822
Linked to
Reg. Last Update
Aug 17, 2026
Report Section
International