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Comptabilité et Administratif
Extraordinary General Meetings in Thailand
An Extraordinary General Meeting (EGM) is any other form of shareholders meeting that is not an ordinary meeting or an AGM. An EGM is required to be held by law for the shareholders to pass resolutions.
Why are EGMs important in Thailand?
EGMs are called when there is a significant agenda to propose to shareholders. An EGM will be used to discuss the agenda and for shareholders to pass resolutions relating to it. An example of an agenda which would require an EGM would be, changing directors of the company.
By law, there are two kinds of shareholders’ resolutions: an ordinary resolution and a special resolution. The ordinary resolution will be used in any shareholders meeting except where a special resolution is called for by law.
The law requires the following actions to have the special resolution:
- Amending a Memorandum of Association or an Article of Incorporation;
- Increasing a capital by issuing new shares;
- Issuing new shares paid other than money;
- Decreasing a capital;
- Dissolving the business;
- Merging the businesses.
EGMs can be called at any time and require at least 20% of the shareholders to attend the meeting.
In order to hold an extraordinary shareholders meeting, companies must satisfy the following criteria as set out in the Thai law. Firstly, the Board of Directors must issue a notice letter calling the EGM at least 7 days prior to the meeting date. This notice letter must be published in a local newspaper and sent by registered mail or by hand to all eligible shareholders i.e. those whose names are listed on the register of shareholders.
Pricing
FROM
THB 10,000 *
+ 7% VAT
20 Business days
(Average time from the moment we receive
all the required information from you)
Work handled by a corporate expert.Scope of work
- Arrange all aspects of the EGM including publicising and sending out the invitations for the EGM.
- Attend the EGM and prepare the draft minutes.
- Edit and proofread the final draft of the minutes and submit it to the company.
- Answering questions in relation to the EGM process.
- Advising you on the future duties to ensure a smooth business operation.
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What is the process for an EGM?
Be prepared for obtaining your BOI Licence with our comprehensive and free registration checklist.
Be prepared for obtaining your BOI Licence with our comprehensive and free registration checklist.
Arranging the shareholders meeting
Our experts can assist you calling an EGM. This includes making an announcement of the EGM in a local Thai newspaper no less than 7 days prior to the meeting (an EGM for ‘extra unanimously approval’ requires no less than 14 days’ notice) and sending out the invitations to the shareholders by registered post.
TIMELINE
14 business days
- 1-2 day to propose and confirm the date for the EGM.
- 1 day for making an announcement of the EGM. Announcements will be sent by registered post to shareholders and published in a local Thai newspaper no less than 7 days prior to the meeting (an EGM for ‘extra unanimously approval’ requires no less than 14 days’ notice).
- At least 7 (or 14 for extra unanimously approval meetings) days waiting period for the shareholders meeting to be held after publication in the newspaper.
Drafting the minutes of the EGM
Our expert will complete the drafting of the minutes for the EGM. Our experts will then edit and proofread all the minutes taken during the meeting to assure the highest quality. The final version of the minutes will be submitted to the company.
TIMELINE
Approx. 6 days
- 1 day for the submission
- 5 working days for the approval (due to Covid)
Drafting the final version
Our experts will then edit and proofread all the minutes taken during the meeting to assure the highest quality. The final version of the minutes and any other reports will be submitted to the company.
TIMELINE
One day for filing the application x day for receiving the approval letter
Post-registration requirements
Our experts can assist you with any necessary areas to ensure the smooth and efficient operation of your business.
- AGM Meetings
- Share transfers
- Change of Directors
- Raising company capital
- Drafting meeting minutes
TIMELINE
One day for filing the application x day for receiving the approval letter
Frequently asked questions
Does my company have to hold an EGM?
EGMs are a legal requirement as stated by the Thai Civil and Commercial Code, all companies are required to hold an EGM in order to pass resolutions.
How many votes are required to pass a resolution at an EGM?
A normal resolution requires receiving votes of >50% in favour of the resolution to pass.
A special resolution receiving votes of >75% in favour of the special resolution to pass.
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