Stay Up-to-Date: Thailand’s DBD Issues Clarifications on Shareholders’ Meeting Notice Publication Requirements

The new amendment to the CCC introduces the following changes to corporate governance and transactional rules in Thailand:

• Only two shareholders are necessary to register a company (instead of 3 previously)
• The requirement to submit a notice calling a general meeting of the shareholders will no longer be required to be published in a local newspaper and now only requires the notice to be sent to existing shareholders via post. However, if a company issues bearer certificates, a notice calling a general meeting of shareholders must still be published either in a local newspaper or via electronic media.
• At least two shareholders must be present to pass any resolution during a general meeting of shareholders. These shareholders can be current in person or via proxy and must represent at least one-quarter of the company’s capital.
• Distributing dividends must be completed within one month of a shareholders’ meeting or the directors passing a resolution on dividend payment.
• A company may be dissolved by court order due to the number of shareholders decreasing to one.