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ARTICLE · 14 MAY 2025

Thai SEC Eases Rules On Fundraising, But Risks Remain

Tilleke & Gibbins
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Thailand's Securities and Exchange Commission (SEC) has recently amended its regulation on the definition of professional investors, which aids in the issuance of notes to broader private funds...

ThailandCorporate/Commercial Law
Patcharaporn Pootranon
Patcharaporn Pootranon
Veerakorn Samranweth
Veerakorn Samranweth
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Thailand's Securities and Exchange Commission (SEC) has recently amended its regulation on the definition of professional investors, which aids in the issuance of notes to broader private funds by not requiring looking through to the qualifications of the actual investors. However, issuers of notes will still need to take care to comply with existing regulations.

Notes under the Thai Regulatory Framework

The topic of promissory notes was recently in the Thai news after being raised in a no-confidence debate against the government, so this is a fitting time to review the use of notes (in particular bills of exchange and promissory notes) as commonly used financial tools for lending in commercial transactions. These instruments serve as a means of debt settlement and can also be used for fundraising purposes. When using notes, issuers must consider not only tax laws but also fundraising regulations under the Securities and Exchange Act B.E. 2535 (1992).

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