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CHAPTER 1
SUPERVISION OF SECURITIES AND EXCHANGE
DIVISION 1 SECURITIES AND
EXCHANGE COMMISSION
 SECTION
8.
- A Securities and Exchange Commission hereby referred to as the
"SEC" shall be established, comprising the Minister of Finance as Chairman, the
Governor of the Bank of Thailand, the Permanent Secretary of the Ministry of Finance, the
Permanent Secretary of the Ministry of Commerce and not fewer than four but not exceeding
six experts appointed as commission members by the Cabinet upon the recommendation of the
Minister, among whom there shall be at least one legal expert, one accounting expert and
one financial expert . The Secretary-General shall be a commission member and the
secretary of the SEC.
- SECTION
9.
- No commission member appointed by the Cabinet under Section
8 shall be a political official, an elected member of a district council or district
administration, or a member or an official of a political party.
- SECTION
10.
- Each commission member appointed by the Cabinet under Section
8 shall hold office for a term of six years. When two years of the first term of
office have elapsed, one-third of the commission members shall be retired by means of
drawing lots. When four years have elapsed, half of the commission members who did not
draw lots requiring them to retire after the first two years shall retire form the Office
by means of drawing lots. A fraction resulting from such calculation shall be disregarded.
Retirement form the office by means of drawing lots shall be deemed retirement upon the
expiration of term of office.
- Upon the expiration of the term of office, the appointment of new
commission members shall be made within sixty days. During the period when new commission
members have not yet been appointed, the retiring commission members shall remain in
office until their successors assume their duties.
- The commission members who retire upon the expiration of the term of
office may be re-appointed but shall not hold office for more than two consecutive terms.
- SECTION
11.
- Apart from retirement upon the expiration of the term of office under Section 10, the office of a commission member appointed by the Cabinet
shall be vacated upon:
- death;
- resignation;
- termination by the Cabinet due to gross incompetence in the performance
of duty;
- being a bankrupt;
- being an incompetent or quasi-incompetent person;
- having been imprisoned by the judgement of a court which is final, unless
the offence is related to an act of negligence or a petty offence;
- having the prohibited characteristics as previsded in Section
9.
- If the office of a commission member appointed by the Cabinet is vacated
prior to the expiration of the term of office, the Cabinet may appoint another person to
hold the office of such commission member. The appointed commission member shall retain
office for the duration of the unexpired term of the commission member whom he replaces.
- SECTION
12.
- At least half of the commission members of the SEC shall form a quorum.
If the Chairman of the Sec is not present at the meeting or cannot perform his duty, and
if there is a vice-Chairman, the Vice-chairman present at the meeting shall be th Chairman
of the meeting. If there is no Vice-Chairman or there is a Vice-Chairman who is not
present at the meeting or cannot perform his duty, the commission members present at the
meeting shall elect one of the commission members to be the chairman of the meeting.
- Decisions shall be made at the SEC meeting upon majority ete. Each
commission member is entitled to one vote. Inthe event of a tired vote, the Chairman of
the meeting shall have a casting vote.
- SECTION
13.
- Any commission member, appointed by the Cabinet, who has an interest in
the matter to be considered, shall be prohibited from participating in such consideration.
- SECTION
14.
- The SEC shall have the power and duty to formulate policies to premote
and develop, as well as to supervise, matters concerning securities, securiries business,
the Securities Exchange, over-the-counter centres, and related businesses, organizations
related to securities business, issue of offer of securities for sale to the public,
acquisition of securities for business take-overs, and prevention of unfair securities
trading practices. Such power shall include:
- the issuance of reules, regualtion, notificaitons, orders, or directions
under this Act;
- the determination of fees for application for an approval, application
for obtaining a license, a license, or for opering the business as licensed;
- the issuance of rules relating to the duties of a sub-commisttee;
- the issuance of rules, orders and regulations relating to personnel,
personnel relations system, placement, appointment, dismissal and discipline for personnel
and employees of the Office, the determination of salary and other remuneration as well as
welfare and sssistance;
- any other activities to b inplemetned accouding to the objectives of this
Act.
- All rules, regulations, notifications, orders, or directions that are
generally applicable shall come into force upon publication in the Government Gazette.
- SECTION
15.
- the SEC shall have the power to appoint a sub-committee to perform any
matter as assigned by the SEC.
- In the case of issuance fo generally applicable rules, regulations,
notifications, orders, or directions, the SEC shall submit the matter to the sub-committee
under the first paragraph for consideration and the recommendation of the sub-committe
shall be proposed to the SEC except for case which are confidential or require urgent
action.
- The sub-committee under the first paragraph shall be appointed by the Sec
and shall consist of not fewer than five but not exceeding seven experts on the related
matter.
- The provisions of Section 12 shall apply to the
meeting of the sub-committee mutatis mutandis.
- SECTION
16.
- The Chairman, commission members of the SEC as well as members of
sub-committees shall receive remuneration as specified by the Minister. The remuneration
shall be deemed to be expenses for the operation of the Office.
DIVISION
2 THE OFFICE OF THE SECURITIES AND EXCHANGE COMMISSION
- SECTION
17.
- There shall be established an Office refered to as the "Office of
the Securities and Exchange Commission" which shall be a juristic person.
- SECTION
18.
- The Office shall have its head office in Bangkok of the mearby provinces.
The Office may extablish its brances or representative offices anywhere.
- SECTION
19.
- The Office has the power and duty to perform any act necessary for the
implemetnation of SEC resolutions and to perform any other acts under the provisions of
this Act.
- In exercising the power and duty of the Office under the first paragraph,
the Office shall have the power to:
- own, possess, hold any proprietary rights, construct, purchanse, provise,
sell, sispose, rent, lease, hire purchase, grant of hire purchase, borrow, lend, accept
pledge, accept motgage, exchange, transfer, accept transfer, or take any action related
toproperties in or outside the Kingdom including to accept donated properties;
- borrow or lead money as well as make investment for profit;
- determine the fees filing registration stateemtns, registration and any
other application;
- accept fees as specified in the ministerial regualtions or as determined
by the Sec and the Office.
- SECTION
20.
- the cabinet, upon the recommendation of the Minister, shall appoint the
Secretary-general who shall hold office for a term of four years and may be reappointed,
but who shall not hold office for more than two consecutive terms.
- SECTION 21.
- The Secretary-General shall have th qualifications and shall not possess
any of the prohibited characteristices as followa:
- being able to perform his duty full time for the Office;
- not being or having been a bankrupt;
- not being a political official, andappointed membe of a district council
or distric administration, or a member or official of any political party;
- not being a civil servant having permanent position or salary, or an
officer of employee of any state enterprise, overnment organization, or district office,;
- not having a position or any responsibility of having an interest in a
securities company.
- SECTION
22.
- apart form the expriation of the term of office, the position of the
Secretary-gerneral shall be vacated upon:
- death;
- resignation;
- reaching the age of sixty years;
- lack of qualificaitons or possession of prohibited characteristics under Section 21;
- termination by Cabinet resolution upon the recommendation of the SEC due
to malfeasance in office as specified by this Act or due to gross incompetence in the
performance of duty.
- SECTION
23.
- The Secretary-Geneal shall have authority over the officers and employees
and shall be responsible for the operation of the Office.
- In the operation of the Office, the Secretary-general shall be
responsible to the SEC.
- SECTION
24.
- The secretary-General shall be the representative fo the Office in the
business of the Office relating to third persons, and for this purpose the
Secretary-general may authorize an agent or any other person to perform a specified act.
- SECTION
25.
- The intial capital of the Office shall comprise the money transferred in
accordance with the provisions of Section 319 and Section 320.
- SECTION
26.
- the Office shall maintain reserves in accordance with the rules and
procedures as specified by the Sec with the approval of the Minister.
- SECTION
27.
- All fees specified in the ministerial regualtions, other fees received by
the Office, and other incom derived from the operation of theSEC and the Office shall be
the property of the Office. After deducting the expenses and reserves under section 26, ther remaining income shall be remitted to the state.
- SECTION
28.
- Officers shall retire from office upon reaching the age of sixty years.
- SECTION
29.
- The laws relating to labour protection concerning compensation and
compensation fund contribution, the law relating to lavour relations, and the law relating
to govenment enterprise officeial relations shall not apply ot the Secretary-General,
officers and employees of the Office.
- SECTION
30.
- The office shalll extablish an accounting systme suitable for the
operation of the Office and shall have a reqular internal audit.
- SECTION
31.
- The Office of the Auditor General of Thailand shall be the auditor of the
office and shall submit its report tro the Minister within ninety days from the end of the
fiscal year.
[ General Provisions
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