You are using an outdated browser and your browsing experience will not be optimal. Please update to the latest version of Microsoft Edge, Google Chrome or Mozilla Firefox. Install Microsoft Edge

April 30, 2024

Thailand Amends ICO Regulation

Subscribe to Updates

On March 25, 2024, Thailand’s Securities and Exchange Commission (SEC) published an amendment to its Notification re: Public Digital Token Offering to strengthen governance for initial coin offerings (ICOs). The amendments took effect on April 16, 2024, and reflect the SEC’s commitment to creating a safer and more transparent ICO environment, enhancing investor protection, and building confidence in ICOs as a fundraising tool.

The key changes are outlined below:

New Checks and Balances Requirements

The new regulations require digital token issuers to implement checks and balances to protect investor rights—including an annual audit requirement and measures to prevent and manage conflicts of interest. These measures must be clearly disclosed in the ICO filing documents. In addition, certain project-related decisions must be approved by the issuer’s board of directors, which is also responsible for the accountability of such decisions.

Improved Rules Concerning Voting Rights

The SEC has introduced rules concerning voting rights and procedures for digital token holders, particularly for token types that previously lacked regulatory clarity. These rules specify the procedures for soliciting votes, the rationale behind vote requests, and the criteria for determining voting outcomes. The new rules, however, do not apply to real estate-backed tokens or infrastructure-backed tokens.

Enhanced Advertising Regulations

The SEC has revised advertising guidelines to ensure that investors receive essential information. The updated rules now require all ICO advertising to be fair and informative and to avoid misleading content. Advertisements must include appropriate risk warnings and a credible source for any claims made.

The notification also stresses that it is the responsibility of digital token issuers to strictly supervise and ensure that those who create advertisements with or for an issuer comply with all relevant advertising regulations, including the following:

  • Warning of investment risk: Advertisements must include warnings about investment risks and contact information for further inquiries.
  • Reference to third-party information: If an advertisement uses third-party information, the source must be reliable, up-to-date, and clearly provided.
  • Statements on Guaranteed Returns: Advertisements must not guarantee returns from digital token investments, as this could lead to misunderstandings or discrepancies with the information submitted to the SEC in filing statements and prospectuses. If expected returns are advertised, the calculations must be backed by adequate supporting and risk information for each calculation model.
  • Promotional campaign: Advertisements for promotional campaigns must focus primarily on offering digital token information, with marketing content being secondary.
  • Advertisement expenses: Costs associated with advertising that can be deducted from token holders’ returns must be directly related to the ICO or the ICO-funded project.

For more information on this notification, or on any aspect of digital assets and cryptocurrency in Thailand, please contact Pornpan Wichawut at [email protected], Napassorn Lertussavavivat at [email protected], or Rujaporn Paritsantik at [email protected].

Related Professionals

Industries

Fintech

Technology

Practices

Capital Markets

Location

RELATED INSIGHTS​

May 15, 2024
On May 1, 2024, Thailand’s National Cyber Security Committee (NCSC) published the draft NCSC Notification Re: Cloud Cybersecurity Standards for a public hearing period, which was open until May 14, 2024. These standards have been drafted to drive the country’s cloud-first policy with the aim of minimizing risks from cyber threats to cloud services utilized by government agencies, supervising or regulating organizations, and critical information infrastructure (CII) organizations. The key points of the draft Cloud Cybersecurity Standards are below. Scope The standards apply to government agencies, supervising or regulating organizations, and CII organizations under the Cybersecurity Act B.E. 2562 (2019), as well as cloud service providers (defined below). The standards prescribe cloud system cybersecurity measures for cloud service customers (defined below) and providers only to the extent that the service is provided to the in-scope organizations outlined above. Definitions Cloud service customers (CSCs): In-scope organizations that have a formal contractual agreement to use cloud services provided by a cloud service provider. Cloud service providers (CSPs): Persons who enable cloud services to be used by a cloud service customer, responsible for maintaining infrastructure, platforms, and software that enable provision of the cloud services and for managing these resources to ensure their accessibility, security, and scalability for their cloud service customers. Application In-scope organizations that will use or have been using cloud services must comply with the Cloud Cybersecurity Standards by taking into account their data or technology information systems’ level of impact, as specified in the previously issued Notification of the NCSC Re: Standards for Defining the Security Category for Data and Information Systems B.E. 2566 (2023). The impact level related to personal data is to be rated as being at least at the medium level, and the minimum standards for that level specified in the draft Cloud Cybersecurity Standards
Read More
May 13, 2024
On May 2, 2024, Vietnam’s Ministry of Justice published on its online platform the most recent version of the draft decree on administrative sanctions for violations in the field of cybersecurity (“Draft Sanction Decree”) to gather feedback and contributions from the community and stakeholders. After receiving the Ministry of Justice’s assessment, the Ministry of Public Security (“MPS”), in charge of drafting the Draft Sanction Decree, may make further revisions before submitting it to the government for review and final decision on enactment. The decree is expected to have an effective date of June 1, 2024. The stringent penalties for infringements involving personal data of the previous draft version remain in this Draft Sanction Decree—a sign of the proactive stance of the MPS in enforcing the Personal Data Protection Decree (“PDPD”). Effective Date and Transitional Provisions It is important to note that the Draft Sanction Decree does not impose any new obligations on organizations or individuals, and only sets out the administrative sanctions that could be imposed on violators as soon as June 1, 2024, which is indicated as the effective date in Article 49. This signals the MPS’s eagerness to begin taking enforcement actions against recalcitrant organizations and individuals that have not complied with the various obligations imposed on them under the Law on Network Information Security (enacted in 2015), the Law on Cybersecurity (enacted in 2018) and its guiding decree (Decree 53 – enacted in 2022), and the most recent PDPD (enacted in 2023). Article 50.1 of the Draft Sanction Decree outlines the transitional provisions regarding administrative violations in the cybersecurity field. It clarifies that the decree does not have retroactive effect, by stating that violations occurring before its effective date, but discovered or under review after such effective date will be subject to the regulations on administrative
Read More
May 9, 2024
As non-cash payments continue to surge in Vietnam, the requirement for strong security standards and a clear legislative framework for intermediary payment services (“IPS”) is becoming more and more critical. Recognizing this, the State Bank of Vietnam (“SBV”) has been working on a draft decree to supersede the outdated Decree No. 101/2012/ND-CP dated November 22, 2012, on non-cash payments (“Draft Non-Cash Payment Decree”), which will lay the groundwork for non-cash payments in general and the provision of IPS in particular. Building upon this, the SBV recently issued a draft circular to replace Circular No. 39/2014/TT-NHNN dated December 11, 2014, on IPS (“Circular 39”) (“Draft IPS Circular”), which will offer more detailed guidance on the provision of IPS in Vietnam on top of the Draft Non-Cash Payment Decree. The Draft IPS Circular will be applicable to (i) IPS providers; (ii) foreign organizations providing IPS in Vietnam; and (iii) organizations and individuals involved in the provision of IPS. Some key updates regarding the Draft IPS Circular are as follows: Scope of Application The Draft IPS Circular sets out further guidance for the provision of IPS as listed under the Draft Non-Cash Payment Decree, including: (i) electronic clearing services; (ii) electronic wallet (“e-wallet”) services; (iii) collection and payment support services; (iv) financial switching services; (v) international financial switching services; and (vi) electronic payment gateway services. Notably, the Draft IPS Circular has explicitly excluded from its scope of application the provision of accounts by goods/service providers to their customers solely for the purpose of payment within the systems of such providers (e.g., cards/coupons or service/transaction accounts of online game service providers, transportation service providers, or securities companies, etc.). Requirements on the Provision of IPS Electronic Clearing Services: The Draft IPS Circular introduces regulations to cover certain elements of electronic clearing services that have
Read More
May 9, 2024
On April 29, 2024, Thailand’s Office of the Personal Data Protection Committee (PDPC) issued the master plan for personal data protection, which outlines the PDPC’s strategies for developing and enhancing the data protection framework in Thailand from 2024 to 2027. A draft of this four-year plan had previously been released for a public hearing on November 27, 2023. Overview The master plan sets out the long-term direction for the protection of personal data in Thailand, analyzing the current landscape, challenges, and obstacles encountered since the full enactment of the Personal Data Protection Act B.E. 2562 (2019) (PDPA). It aims to align with Thailand’s National Security Policy and Plan for 2024–2027 and focuses on key sectors in its initial two years. These sectors are: Public security and key government services; Retail and e-commerce; Information and communication technology and telecommunications; Finance, investment, and insurance; Public health; Tourism; and Education. Objectives The master plan’s goals include increasing organizational compliance with the PDPA, reducing data breaches, updating the PDPA to reflect current circumstances, introducing various PDPC e-services, and enhancing Thailand’s global competitiveness in data privacy and personal data protection. It sets targets and indicators of the plan’s success, such as achieving a 100% PDPA compliance rate across all sectors in Thailand and raising Thailand’s digital competitiveness to at least 30th in the World Digital Competitiveness Rankings from the IMD World Competitiveness Center. Strategic Initiatives To achieve these objectives, the master plan introduces four strategic initiatives: Effective and balanced PDPA enforcement: Develop standards, principles, criteria, tools, indicators, and data privacy governance, including law enhancements. A recent example of this is the PDPC’s launch of the Personal Data Protection Surveillance Centre (PDPC Eagle Eye) to monitor data breaches. Knowledge and trust enhancement: Build human capacity and trust by enhancing knowledge through initiatives like the forthcoming
Read More

Contact

We have seven offices in six countries
across Southeast Asia.

Contact Us

Careers

We are always seeking great people to grow
our amazing team.

Join Us

Networks

© 2023 Tilleke & Gibbins International Ltd. All rights reserved.

© 2020 Tilleke & Gibbins International Ltd. All rights reserved.

Privacy Policy

| Legal Notice