Thailand

Capital Markets, Listed Entities & M&A

COVID-19: Company Meetings and Filings in the Current Situation (Updated 11 June 2020)

The government has introduced several measures to alleviate the impact of COVID-19 on business operations in Thailand, namely, several notifications to relax requirements and obligations on the part of business operators. These include, among others, the requirements for corporate entities to hold their annual general meeting and submit financial statements and reports to the authorities

We had earlier issued a Client Update on “COVID-19: Company Meetings and Filings in the Current Situation” on 9 April 2020 and 23 April 2020. There have since been notable updates and developments in this area with regard to meetings via electronic media. This Update provides a summary of the updated measures and relevant guidelines as at 11 June 2020.

New Security Standards for E-meetings

The Ministry of Digital Economy and Society (“MDES”) has issued the MDES Notification on Standards for Maintenance of Security of Meetings Via Electronic Media B.E. 2563 (2020) (“MDES Notification on E-meeting”) containing new standards for the maintenance of security of meetings which take place via electronic media. The MDES Notification on E-meeting was published in the Royal Gazette on 26 May 2020 and came into force on 27 May 2020. It sets out detailed standards to be implemented when arranging a meeting via electronic media. This Update summarizes the key requirements set out in the MDES Notification on E-meeting.

COVID-19: Company Meetings and Filings in the Current Situation (Updated 23 April 2020)

The government has introduced several measures to alleviate the impact of COVID-19 on business operations in Thailand, namely, several notifications to relax requirements and obligations on the part of business operators. These include, among others, the requirements for corporate entities to hold their annual general meeting and submit financial statements and reports to the authorities. We had earlier issued a Client Update on "COVID-19: Company Meetings and Filings in the Current Situation" on 9 April 2020. There have since been notable updates and developments in this area with regard to meetings via electronic media. Below is a summary of the updated measures and relevant guidelines as at 23 April 2020.

COVID-19: Company Meetings and Filings in the Current Situation

The government has introduced several measures to alleviate the impact of COVID-19 on business operations in Thailand, namely, several notifications to relax requirements and obligations on the part of business operators. These include, among others, the requirements for corporate entities to hold their annual general meeting and submit financial statements and reports to the authorities. Below is a summary of these measures and relevant guidelines as at 9 April 2020.

Contracts & Force Majeure

COVID-19: Force Majeure in Commercial Transactions in the Current Situation

The COVID-19 pandemic has caused a substantial impact on business operations in many industries. As the performance of contractual obligations becomes increasingly difficult, contractual parties should consider the potential legal impact and effect of the outbreak on their commercial contracts and agreements. A frequently asked question is what will happen to contracts and whether or not the performance of obligations can be delayed or suspended or would the parties be liable for losses in any event. In assessing these issues, parties should focus on force majeure clauses and how these apply to their contracts, and the options available in the absence of such contractual provisions. In this Update, we take a look at the rules of force majeure under Thai law, and whether it can be invoked in light of the pandemic.

Support Measures

Resurgence of COVID-19: New Measures

As the COVID-19 pandemic re-emerged in Thailand in December 2020, the Thai government has announced the extension of the Emergency Decree which applies to all areas of Thailand until 28 February 2021. As the restrictions inevitably cause impact on businesses and individuals, the government has also introduced several relief measures intended to relieve the impact of COVID-19, including labour related measures, financial aid to SMEs, and tax relief measures.  This Update highlights some of these key relief measures.

Control and Support Measures in Thailand Amid the COVID-19 Pandemic

In order to control the COVID-19 pandemic situation in Thailand, the Thai government announced an Emergency Decree which applies to all areas in Thailand from 26 March 2020 to 30 April 2020 ("Emergency Decree"). The Emergency Decree empowers the Bangkok Governor and other provincial governors to issue orders for the closure of places posing a risk of disease contagion. Under the Emergency Decree, the Thai government has issued notifications and set out certain measures in order to prevent and suppress the spread of the disease. The measures include prohibiting entry into risk areas, closure of points of entry into Thailand, prohibiting the assembly of persons, and the closure of places that are risk-prone to the transmission of the disease (including 34 types of venues in the Bangkok area such as department stores, schools, universities, pubs, bars, theatres and sports stadiums). 

To support businesses and individuals during the COVID-19 pandemic, the government and governmental authorities have introduced several measures, which include emergency loans and soft loans for businesses and individuals affected by the pandemic, SME relief measures, a reduction in the rate of withholding taxes, tax relief measures, and additional grounds for tax deductions.

On 28 April 2020, the Thai government has announced the extension of the Emergency Decree until 31 May 2020.

Technology & Data Privacy

COVID-19: Further Postponement of Implementation Deadline for Personal Data Protection Act

On 8 May 2021, the Royal Decree Prescribing an Entity and Business in which the Data Controller is Exempted from the Personal Data Protection Act B.E. 2562 (No. 2) B.E. 2564 was published in the Government Gazette. As a result, the previous one-year long postponement of the effective date of key operative provisions of the Personal Data Protection Act B.E. 2562 (2019) ("PDPA") have been further postponed from 1 June 2021 to 1 June 2022.

The rationale for the further postponement is the severity of the COVID-19 pandemic and its significant impact on entities and businesses in both the private and public sectors across the country, which has delayed the PDPA readiness of many. When combined with the need to utilise advanced technology to implement the PDPA provisions, it was deemed reasonable to extend the period of enforcement of full implementation of the PDPA until 1 June 2022. This Update provides a brief overview of key provisions of the PDPA.

COVID-19: Postponed Implementation Deadline for Personal Data Protection Act

On 19 May 2020, the Thai Cabinet approved in principle a proposal made by the Ministry of Digital Economy and Society to provide a one-year long postponement of the effective date of key operative provisions of the Personal Data Protection Act B.E. 2562 (2019) ("PDPA") from 27 May 2020 to 31 May 2021 ("New Effective Date"). This move comes as good news for companies struggling to implement their personal data protection regimes by the original 27 May 2020 date. For example, by the New Effective Date, companies are required to ensure they obtain consent from the Data Subject prior to or at the time of any collection, use, or disclosure of Personal Data, except where consent is not required under the PDPA or pursuant to any other laws.

This Update highlights the implications of the postponement, as well as the key features of the PDPA

Workplace & Employment

COVID-19: Prohibition on Lockouts and Strikes

In order to control the spread of the COVID-19 pandemic in Thailand, the Thai government announced an emergency decree which applies to all areas in Thailand from 26 March to 30 April 2020 (“Emergency Decree”), and has since been extended to 31 May 2020. Under the Emergency Decree, the Thai government has issued several notifications in order to prevent and suppress the outbreak.

One of the most recent notifications is from the Ministry of Labour Re: Referral of unsettled labour disputes to the labour relations committee for settlement and prohibition on employers to cause a lockout or employees to cause a strike during the period of the emergency situations in accordance with the laws on public administration in emergency situations (“Notification”). The Notification came into force on 8 May 2020 and is widely understood to be intended to prevent a potential spread of the disease by prohibiting employee strike action, while also allowing employees who were previously subject to a lockout to return to work.

COVID-19 & Employment Issues in Thailand

On 25 March 2020, the Prime Minister announced a state of emergency under the Emergency Decree, which gives authority to the Prime Minister to announce further implementing notifications and measures to combat the COVID-19 outbreak in Thailand. Such notifications and measures will affect entrepreneurs or employers directly and indirectly. In light of the COVID-19 situation, we set out below our legal comments concerning employment issues affecting employers and employees. Thailand's response to COVID-19 must be monitored on a daily basis; however, we have set out below the status as at 31 March 2020.

Useful Resources

Department of Disease Control, Ministry of Public Health

Government Public Relations Department

Royal Thai Government

Ministry of Labour

Board of Investment of Thailand

Tourism Authority of Thailand

Ministry of Foreign Affairs

Civil Aviation Authority of Thailand