ILCT joined webinar by the Thai Securities & Exchange Commission on: Fundraising in the digital age

On May 14, 2020, our resident partner Ms. Palawi Bunnag joined a webinar hosted by the Thai Securities & Exchange Commission (SEC) on “Fundraising in a digital age: เทรนด์การระดมทุนหลัง COVID-19”. 

Ms. Palawi is at the forefront of Thailand’s Fintech industry and currently assisting multiple businesses with the “Initial Coin Offering (ICO)”. ICO is a new way to raise funds with company raising money to create a new coin, app, or service launches an ICO.

ICO หรือชื่อเต็มคือ Initial Coin Offering คือการระดมทุนแบบดิจิทัลด้วยการเสนอขายโทเ​​​คนดิจิทัล ผ่านระบบบล็อกเชนต่อสาธารณชน โดยผู้ระดมทุนจะเป็นผู้ออกโทเคนดิจิทัล มาแลกกับเงินดิจิทัล (cryptocurrency) และเงินสด (fiat money). 

Related Article: Developments in crypto law in Thailand


Financial Technology (FINTECH) sounds novel to some people, but in fact it has been in existence since the 1950s, starting with the credit cards, then the arrival of the automatic teller machines or ATMs in the late 1960s, followed by online banking in the 1980s.

Over the past few years, many newly start-up companies in Thailand have brought in new financial technology innovations such as electronic payments or e-payments into the market which rapidly replaced cash payment.  Such disruptive technology has created a massive impact on many commercial banks in Thailand for there has been a huge swing in consumer behaviour as people gravitate towards online and mobile platforms.  More than 300 branches of the top five Thai commercial banks were shut down over the past four years as the demand for physical branches decreased.  Now, all Thai commercial banks have, in unison, waived all bank transfer fees and have inevitably been forced to improve their technologies in order to compete with the fast-growing e-payment applications.

The Bank of Thailand plays a major role in pushing forward the development of electronic payment systems as part of the National e-payment Master Plan which aims to promote the use of e-payments in all sectors; for example, the Image Cheque Clearing and Archive System (ICAS) and BAHTNET, which are categorized as highly important payment systems, together with the introduction of PromptPay.  The latter is a Government transfer service which was first used for the transfer of welfare payments.   The Revenue Department has been paying out tax refunds to individuals via PromptPay since 2017, allowing the general public to receive their refunds promptly.

The Payment System Act B.E. 2560 (2017) governs designated payment services as defined in the said Act.  These are: 1) the provision of credit card, debit card or ATM card services; 2) the provision of electronic money services; 3) the provision of accepting electronic payment for and on behalf of others; 4) the provision of electronic money transfer services; and 5) other payment services which may affect payment systems or public interests.  Providers of the said businesses are required to obtain a licence from the Minister of Finance or register with the Bank of Thailand, as the case may be. 

Other than the e-payments, the distributed ledger technology, commonly known as blockchain and digital assets; such as, crypto currency and digital tokens, inundated Thailand so rapidly that the Securities Exchange of Thailand (the “SEC”) had to issue an alert note on its website to warn the investors of the risks in entering into any transaction with the unauthorized operators named thereon.  Currently, only four digital asset business operators have been licensed by the SEC to operate digital businesses in Thailand, namely; Bitkub Online Co., Ltd. (BITKUB), Bitcoin Exchange Co., Ltd. (Bx), Satang Corporation Co., Ltd. (Satang), Pro and Coins TH Co., Ltd. (Coins TH) and BiTherb Co., Ltd. (BiTherb).

Digital asset businesses are governed by the Royal Decree on Digital Assets Business B.E. 2561 (2018) (the “Decree”).  Pursuant to the Decree, ‘digital asset business operators’, or commonly referred to as ‘startups’, are operators licensed to conduct digital asset businesses; these exclude commercial banks, which are regulated under the Financial Institutions Business Act B.E. 2551 (2008), insurance companies which are regulated under the Life Insurance Act B.E. 2535 (1992) and Non-life Insurance Act B.E. 2535 (1992) and securities companies which are regulated under the Securities and Exchange Act B.E. 2535 (1992).  Digital assets, according to the Decree, is defined to mean cryptocurrency and digital tokens. 

Digital asset businesses are categorised into: 1) digital asset exchange centre; 2) digital asset broker; 3) digital asset dealer; and 4) other businesses as announced by the Minister of Finance upon the advice of the SEC. 

Those wishing to operate digital asset businesses are required to obtain licences from the SEC prior to commencing their operations.  The prerequisites that the potential digital asset business operators must have are an established presence in Thailand and possession of reliable business plan and cyber or IT security systems in accordance with the SEC’s standards and rules.  They also need to have qualified systems to conduct “Know Your Customer” or “KYC” investigation, as well as anti-terrorism and anti-money laundering due diligence.

The Decree also governs initial coin offerings or ICOs of newly- issued digital tokens.  ICO in Thailand is different from ICO in other parts of the world in that it can only be done via a qualified ICO portal which has been approved by the SEC, whereas in other countries ICOs can be done straight away.  So far, the SEC has only approved three ICO portals namely Longroot, T-Box and SE Digital, none of which has commenced operation just yet.

Other than providing a reliable system approved by the SEC, one of the main duties of the ICO Portal is to conduct a due diligence investigation on the ICO issuers and pre-approve the applications and supporting documents, such as, prospectus or white paper, prior to submitting the same to the SEC for approval.   

The ICO issuers must indicate in their application forms, the type of digital tokens to be issued, indicating the right of a person to either participate in an investment in any project or business (Investment Token), or to acquire specific goods or services or the right under an agreement between the issuer and the holder, including any other electronic data units of right as announced by the SEC (Utility Token).

Previously, the SEC allowed 7 cryptocurrencies to be legally used for investing in ICOs and as base trading pairs against other cryptocurrencies, but currently, many of them have been removed by the SEC for lack of market liquidity, a well-designed decentralized system and trading pair capability.  Now there are only four approved cryptocurrencies, namely; bitcoin (BTC), ethereum (ETH), ripple (XRP) and stellar (XLM), which can be used in Thailand for the aforementioned purposes.  The list of approved cryptocurrencies may be revised periodically by the SEC; thus, all investors need to keep themselves apprised of any sudden change in the SEC’s rules and regulations at all times.
The article was also published on Asia Business Law Journal, click the banner to view

IP Overview of Thailand (2019)


Thailand has no formality requirement for obtaining copyright, authors are granted automatic protection upon the creation of the works. Under the Thai Copyright Act, copyrighted works include: cinematographic works, sound recordings, broadcasts and photographic works etc. Nonetheless, it is recommended that the author apply for a recordation with Thailand Department of Intellectual Property (DIP), it will take roughly 1 ~ 3 months to obtain a Thai Copyright Recordal.  

At present, the Thai Government introduced 4 new amendments to the Thai Copyright Act.  These proposed amendments, save for one, are still under consideration.  The proposed amendments encompassed the following:

  • Effective: Improved accessibility to copyrighted works for the disabled;
  • Under consideration: Extended term of protection for photographic works;
  • Under consideration: Technological protection measures (TPMs);
  • Under consideration: Notice and Takedown procedure.

To conform Thailand’s copyright practice to the Marrakesh Treaty, the Thai Government has made an amendment to further facilitate the disabled. The main purpose of this amendment is to provide exceptions for the reproduction, distribution and making available of copyrighted works to facilitate the disabled. Thailand has adopted a rule that would not only limit physical disabilities to those that prevents the disabled from holding and/or manipulating a book.  

Additionally, photographic works will enjoy the term of protection for the life of the author and 50 years after his or her death. The extension of such protection term will result in a longer period for the copyright owner and its successors to benefit from the photographic works. Whereas, the term of protection for: audiovisual works, cinematographic works, sound recordings or broadcasts, photographic the protection remain as 50 years from the creation of such work, or 50 years after the first publication of the work.

The provision on technological protection measures (TPMs) for copyrighted works has also been amended in regard to anti-circumvention of such technology. A new section was added to prevent the tampering and/or disabling of TPMs. Moreover, another section was also added to impose punishment on any person who is found to facilitate the circumvention of TPMs.

Lastly, with the increased usage of social media, copyright infringement issues have become more prevalent in the Thai online society, these include infringement activities such as: live streaming of copyrighted contents (i.e. film, show or music) or unauthorized publication of comics/magazines, of which have become very common in online platforms. With the new Notice and Takedown procedure, copyright owners can file an infringement complaint with the internet service provider (ISP) directly. Assuming that the copyright owner filed the complaint in good faith, ISP is required to halt all communications of the alleged content and notify the alleged infringer of the takedown protocol. Following this, the alleged infringer will be allowed to file a counter-statement (optional), and the ISP will revive the blocked content within 15 days from the date of its receipt of the counter-statement. To prevent the ISP from doing so, the copyright owner is required to file a formal lawsuit against the alleged infringer before the Thai court within the prescribed period and notify the ISP accordingly. The new Notice and Takedown procedure is designed as a swift and cost-effective measure against online copyright infringement when compared to the long-drawn court process.


Under the Thai Patent Act, right holders are able to file: Patent for Invention, Utility Model/Petty Patent and Design Patent with Thailand Department of Intellectual Property (DIP).

Patent for Invention may be filed via Paris Convention within a 12- month deadline, or via PCT within a 30- month deadline. The typical timeline from filing till grant is 5 years with a formality and substantive examination requirements. To facilitate a smooth substantive process, it is recommended that a granted foreign corresponding application along with its search and examination report be submitted before DIP.   After grant, should the patent remain of an economic value, right holder has the option of maintaining the patent by renewing it every consecutive year for the total of a 20-year period. In contrary, should the patent no longer be of an economic value, right holder may allow the patent to lapse by not renewing the patent.

Utility Model or Petty Patent may claim priority within 12 months from its priority application. Unlike Patent for Invention, Utility Model will only be subjected to a formality examination. Whereas an interested party may request a substantive examination within 1 year after the Utility Model has been published. The term of protection of Utility Model is 6 years and may be renewed twice (2 years each), making a total of 10 years.

Design Patent may also claim priority within 6 months from the priority application. For examination, Design Patent is subjected to both formality and substantive examination. The typical timeline for Design Patent from filing till grant is 1.5 ~ 3 years. Similar to Patent of Invention, depending on the economic value, right holder has the choice to maintain the design patent by renewing it every consecutive year for the total of a 10-year period.

It should be noted that Thailand has a rather strict policy on patentable subject matters. Subjects including: natural organism or plant/animal extract, scientific method and theory, computer programs, method of diagnosis/treatment and invention contrary to public order/good morals are not patent eligible. Despite this, it is possible to furnish a supplementary letter to DIP arguing the facts to overcome the above restrictions. For instance, restriction on natural organism or plant/animal extract can be overcome by illustrating man’s intervention and elaborating the invention in a clear and concise manner. Moreover, a clear argument pointing out the technical effects of a computer program/computer application may surmount the unpatentable subject matter restrictions. Ultimately, with the right arguments, right holders can be sure to obtain a full patent protection in Thailand despite the strict regulations.  


Trademark application in Thailand can be filed via both conventional route and Madrid Protocol/International Registration (IR). For conventional route, a trademark application will generally take roughly 18 months from filing until registration. As for IR, it will usually take 18 months for Thailand Department of Intellectual Property (DIP) to issue a notification of refusal. In the absence of any refusals, IR application will proceed to publication and registration.

One important take away for Thai IR process is known as a “central attack”. A central attack means that if a basic Thai application should be refused or a basic Thai registration should be cancelled within the five- year period of an IR, the IR will also become invalid. In a different circumstance, if an IR had already existed for a 5-year period, it will be considered as independent from the Thai application/registration regardless of any refusals or cancellations.    

Most conventional trademark applications in Thailand will consist of a word, a device or the combination of both. Although, Thailand does allow the filing of non-conventional trademarks such as: sound, shape or picture, they are still rather difficulty obtain as there is a strict distinctive requirement in place. In accordance with the Thai regulations an applied mark must be distinctive and represent no relation to the applied goods or services. For example, generic words such as: clear or crystal will be refused if the applied goods consist of cosmetic or beauty products. Additionally, if a mark consists of both word and device, it is recommended that the device be made larger in proportion to the word to avoid a refusal. Moreover, stylization of a numeral or character mark may also decrease the likelihood of refusal.

Ultimately, to ensure a smooth prosecution and enforcement of intellectual property assets in Thailand, it is recommended that authors, right holders and owners seek appropriate assistance from experienced counsel.


Chart Chotiphol

Counsel/Business Development

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