Grounds for possible delisting

The listed company may be subject to delisting if SET considers the company is not qualified to maintain the listing company status. Major grounds of possible delisting are as follows:

• Operation performance/ financial conditions falling within any of these following cases:
  
  • The operation is halted entirely or almost entirely;
    
  • The auditor issues a disclaimer opinion on the financial statements of the listed Company for 3 consecutive years;
    
  • The latest audited financial statements show that the shareholders’ equity is lower than zero.
  • Operating income in the annual financial statement SET < 100 million baht, mai < 50 million baht for 3 consecutive years.
• The listed company disposes of all or most of the assets used in the ordinary course of its business thereby causing the listed company to have all or most of its assets in the form of cash or short-term securities (Cash Company) for more than 6 months from the date SET has received the statement of financial position after the disposition of all or most of the assets.
  
• The listed company has violated or failed to comply with SET’s rules which may seriously damage the interests or the decision of the shareholders, or changes in securities price.
• The listed company has disclosed false information or failed to disclose material information which may seriously damage the interests or the decision of the shareholders, or changes in securities price.
• The listed company dissolves its business or is under receivership by a court order.
• The listed company does any act which may seriously damage the interests of the shareholders.
• The nature of business operation of the listed company is not suitable for it to remain a listed company.
• There is a change in the listed company’s shareholding in its subsidiary companies or associated companies and such change seriously and adversely affects the listed company.
• Listed companies posted with SP sign by SET as follows:
  • (a) Cases with an SP posting period exceeding one year due to
    • - Failure in maintaining the qualifications for free float in accordance with specified rules. (Please refer to the subject “Distribution of Minority Shareholding (Free Float)”).
    • - The listed company have characteristics as an investment company. Consideration will be based on the Company’s financial statements ending August 1, 2024, onward. (Please refer to subject “The posting of CB CC CS and CF signs”).
  • (b) Cases with an SP posting period exceeding 2 years as a result of violation against, or failure to comply with, SET’s orders. For example, the case of a listed company which fails to appoint its audit committee within time allowed. (Please refer to the subject “Audit Committee”).
• The listed company is unable to eliminate the grounds for delisting (Stage 1) or to repossess the qualifications in order to resume trading (Stage 2) pursuant to the procedure prescribed by SET.
• The listed company is subject to delisting or has its securities delisted from the main market.

• Operational performance or financial condition falling within the criteria for possible delisting; 
• All or most of its assets are in cash or short-term securities (Cash Company);
• Violation or failure to comply with SET’s rules, and failure to disclose material information.
  • Not submitting or late submission of financial statements or the auditor issues adverse opinion on the financial statements.
  • Unable to appoint audit committee within the specified time (more detail in independent and audit directors regulation)

• 1) Period of eliminating the grounds for delisting. (Stage 1) 
• 2) Period of repossessing the listing qualifications to resume trading (Stage 2)

In addition, with respect to listed companies that may be delisted from listed securities before 1 November 2021, the rules regarding the delisting of listed securities will still apply, dated 25 December 2017. In this regard, if submitting a request to resume trading from March 25, 2024 onwards, the contents of Section 2 of the guidelines attached to the announcement of the Stock Exchange of Thailand Board regarding Guidelines for resolving the reasons for the delisting of common shares from being listed securities, No. 2, B.E. 2024, in respect of actions to bring listed securities of listed companies back to trading on the Stock Exchange, to come into force, mutatis mutandis.