DIVISION 4
LISTED SECURITIES SECTION 189. Any issuer of securities who wishes to have its securities traded in the
Securities Exchange shall proceed to have such securities listed in the Securities Exchange.
Upon receiving the application for listing, the Securities Exchange shall consider and submit
its opinion to the board of directors of the Securities Exchange for the purpose of making an
order to accept or reject such securities as listed securities.
SECTION 190.4 In the purchase or sale of listed securities, the retention or the return of
such securities, securities of the same category, type and amount of the same juristic person
or the same mutual fund project may be used as substitutes.
SECTION 191. The company issuing securities which are listed in the Securities
Exchange shall be required to keep a register of securities holders in accordance with the
rules and procedures as specified by the board of directors of the Securities Exchange.
In keeping the register referred to in the first paragraph, the issuing company may appoint the
Securities Exchange or any other person who has been given a license to provide services of
being a securities registrar in accordance with Section 221 to carry out such duty.
SECTION 192. In cases where shareholders who collectively hold not less than twentyfive
percent of the total amount of shares sold in the company issuing securities which are
listed in the Securities Exchange make a request to the Securities Exchange to act as
securities registrar of the company, the Securities Exchange shall accept such request. In
such case, the issuing company shall deliver relevant documents to the Securities Exchange
within sixty days from the date on which the Securities Exchange has notified its acceptance
to the issuing company and after the lapse of such period of time the issuing company can no
longer act as the registrar.
SECTION 193. In cases where the company issuing securities which are listed in the
Securities Exchange has determined the date on which it shall not accept the entry of the
transfer of name securities into the register prior to shareholders' meeting and there are
securities holders who have requested the registration of transfer prior to date of nonacceptance,
the issuing company shall complete the registration of the transfer prior to date of
the shareholders' meeting.
SECTION 194. No company issuing securities which are listed in the Securities Exchange
shall pay dividends or other benefits to persons other than the persons whose names are
entered in the securities register and in cases where such securities are shares, no issuing
company shall allow such other person to vote in the shareholders' meeting.
SECTION 195.4 In cases where the owner of securities has entered into an agreement
allowing a securities company to retain listed securities as collateral for a loan on his behalf,
the securities company shall:
(1) keep an account of such listed securities in accordance with the form specified by the
Securities Exchange and shall make a complete and correct record of entry;
(2) maintain, at all times, listed securities corresponding with the category, type and net
amount as appear in the securities account under (1), unless specified in the
notification of the board of directors of the Securities Exchange, and shall return them
to the borrower immediately upon borrower having fully repaid the loan.
The provisions of Section 752 and Section 753 of the Civil and Commercial Code shall not
apply to the retention of the listed securities as collateral for the repayment of a loan referred
to in the first paragraph.
The provisions concerning pledge under the Civil and Commercial Code shall apply to the
extent that they are not contrary to or inconsistent with the provisions of this Section and
Section 196.
The securities company retaining listed securities as collateral for a loan in accordance with
the first paragraph shall have preferential right over such securities in the similar manner as
the pledgee.
SECTION 196.4 Prior to the enforcement upon listed securities which have been held as
collateral of a loan in accordance with Section 195, the lender shall notify the borrower in
writing requiring him to make such repayment within a reasonable period of time. If the
borrower fails to comply with such notice, the lender shall have the right to sell such retained
securities on the Securities Exchange in accordance with the procedures specified by the
Securities Exchange or by auction.
The provision of the first paragraph shall apply to enforcement of listed securities pledged
according to the Civil and Commercial Code mutatis mutandis.
SECTION 197. In issuing securities certificates, the securities registrar shall have the
power to sign his name in the securities certificates in lieu of the signature of the directors of
the company issuing securities which are listed in the Securities Exchange when authorized
by such company.
SECTION 198. The provisions of Section 191, Section 192, Section 193, Section 194,
Section 195 and Section 196 shall not apply to the following securities:
(1) bonds issued by government organizations or state enterprises;
(2) bills;
(3) any other securities as specified by the board of directors of the Securities
Exchange.
SECTION 199.4 The provisions of Section 51, Section 52, Section 53 and Section 55
including related penalty provisions shall apply mutatis mutandis to the transfer and
preparation of a listed securities register of the company issuing securities listed in the
Securities Exchange which are not bills.
The provisions of Section 56, Section 57, Section 58, Section 59, Section 61 and Section 62
including related penalty provisions shall apply mutatis mutandis to the disclosure of
information and to the auditor of the company issuing securities listed in the Securities
Exchange which are not bonds issued by government organizations or state enterprises or any
other securities as specified by the board of directors of the Securities Exchange. In cases
where such company has already prepared and submitted a report to the SEC Office
concerning the disclosure of information in accordance with Section 56, the company may
submit a copy of such report to the Securities Exchange.
In cases where the provisions referred to in the first and second paragraphs specify the
powers and duties of the SEC Office or the Capital Market Supervisory Board, such
provisions shall be deemed as the powers and duties of the Securities Exchange or the board
of directors of the Securities Exchange, as the case may be.
SECTION 200. The balance sheet and profit and loss account for any accounting period
of a securities company or financial institution whose securities listed in the
Securities Exchange which have been prepared in accordance with the form specified under
the first paragraph of Section 106 or in accordance with the law relating to the operation of
such financial institution, shall be the financial statements for the accounting period as
specified in Section 199. The auditor who has been given an approval in accordance with
Section 106 or the said law shall be deemed as the auditor who has been given an approval by
the Securities Exchange.
DIVISION 5
SETTLEMENT OF DISPUTES CONCERNING SECURITIES TRANSACTIONS
SECTION 201. In cases where there are disputes concerning the purchase or sale of listed
securities in the Securities Exchange either between members or between a member and its
customers, the disputing parties may file an application for settlement by arbitrators to the
Securities Exchange.
The arbitrators referred to in the first paragraph shall comprise a person appointed by the
board of directors of the Securities Exchange as the chairman and other persons each of
whom shall be appointed by a disputing party.
SECTION 202. The application in accordance with Section 201 shall be in the form
specified by the Securities Exchange and shall at least contain the following details:
(1) names and addresses of the disputing parties;
(2) the issues in disputes;
(3) relevant documents and evidences.
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4. indicated amendment by the Securities and Exchange Act (No. 4) B.E. 2551 |
