Thai SEC Sustainable Bond Offerings


On Mar. 7, Thai SEC revised rules re publicly-issued debt offerings.


  • Thai SEC revised regulations for requesting permission and granting permission to offer newly-issued debt securities to the general public, re sustainability-linked bonds.
  • Follows Thai SEC Sep. 2022 issued notifications on rule amendments, see #149894.
  • Document dated Mar. 7, 2024, received from Thai SEC Mar. 13, summarized Mar. 14.
  • Regulations
  • New part 4 re criteria for sustainability-linked bonds, including interest rate conditions, external assessment requirements, complexity avoidance, and reporting obligations.
  • New part 9 re criteria for green, social, and sustainability bonds, emphasizing the importance of sustainability goals, reporting of project progress and significant events.
  • Outlines the need for an independent external review provider with expertise in sustainability assessment, mandates comprehensive reporting requirements for issuer.
  • Effectiveness
  • The regulations are effective on Apr. 1, 2024.
  • Mar. 7, 2024 Announcements
  • On Mar. 7, 2024, Thai SEC issued announcements re guidelines for issuance, offering of securities, including debt, sukuk (Islamic bonds), crowdfunding-related securities.
  • On requesting and granting permission to offer for sale newly-issued debt instruments to a limited number of persons and offering of convertible bonds to targeted persons.
  • Adds sustainability-linked bonds (SLB); green, social, and sustainability bonds (GSSB).
  • Regulations regarding the issuance and offering of sukuk and disclosure of information, and Rules on filing of a registration statement for the offering of debt securities.
  • Revoke and update various forms to streamline and simplify submissions for issuers.
  • Rules on offering of newly issued securities to a limited number of persons by a limited company, which introduces convertible GSSB bonds issued for supporting ESG.
  • Issuers must follow new disclosure requirements, including detailed project progress reporting, use of an updated factsheet SME template specifically for GSSB offerings.
  • Regulations regarding securities offerings through the crowdfunding system, which expand definitions to include crowdfunding GSSB and SLB, set disclosure standards.
  • For SLB bonds, companies need to adjust interest rates based on sustainability performance, engage independent evaluator for assessing sustainability achievements.
  • Criteria and methods for preparing summary of important information of instruments, which introduces new factsheet template to standardize presentation of information.
  • All of the rules above are effective on Apr. 1, 2024.
  • Documents dated Mar. 7, 2024, received from Thai SEC Mar. 14, summarized Mar. 18.
  • Apr. 2024 Revised Forms
  • On Apr. 30, 2024, Thai SEC issued announcement on Regulations regarding the issuance and offering Of Sukuk and information disclosure, revising form 69.
  • The announcement will be effective from Aug. 1, 2024.
  • Document dated Apr. 30, 2024, received from Thai SEC May 3, summarized on May 7.

Regulators Thai SEC
Entity Types B/D; Corp
Reference RF ThorJor. 17/2567, 4/30/2024; RF ThorJor. 2/2567, 3/2567, 4/2567, 5/2567, 6/2567, 7/2567, SorJor. 5/2567, 3/7/2024; ESG
Functions Compliance; C-Suite; Environment; Exams; Financial; Legal; Product Administration; Registration/Licensing; Reporting; Social
Countries Thailand
Category
State
Products Corporate; Fixed Income; Issuance/IPO
Regions AP
Rule Type Final
Rule Date 3/7/2024
Effective Date 8/1/2024
Rule Id 204410
Linked to Rule :149894
Reg. Last Update 4/30/2024
Report Section International

Last substantive update on 05/07/2024