2025年泰国资本市场报告_162页_3mb

报告摘要

OECD Capital Market Review of Thailand 2025 Summary

Core Content

The OECD Capital Market Review of Thailand 2025 is a comprehensive analysis of Thailand's capital markets, providing insights into the current state and offering policy recommendations to enhance their performance. The report is part of the OECD Capital Market Series, which aims to support policy discussions on the role of capital markets in channeling financial resources to the real economy. It was prepared with input from the Securities and Exchange Commission of Thailand (SEC) and other market participants, and it follows a request from the SEC. The report does not prejudice Thailand's potential accession to the OECD.

Main Areas of Assessment

The report evaluates six key areas of Thailand's capital markets:

Institutional landscape and corporate governance
Public equity market access
Corporate bond market development
Private capital market mobilisation
Role of institutional investors
Household savings and financial resilience

Key Findings

1. Institutional Landscape and Corporate Governance

Thailand's capital market has a distinct division of responsibilities between the SEC, listed company boards, and investors.
Overreliance on the SEC weakens market discipline and shifts accountability to the regulator.
Enforcement is slow, which affects investor confidence.
The Corporate Governance Code, last revised in 2017, needs to be updated to reflect evolving international standards.
Related party transaction rules, director independence, diversity, and training require improvement.
Greater transparency in corporate governance monitoring is needed to strengthen investor confidence.

2. Public Equity Market Access

The Thai stock market saw a strong influx of new issuers from 2012 to 2022, but recent new listings have declined.
The issuance process is more stringent and lengthy compared to other large ASEAN countries.
The Growth Enterprise Market (mai) is smaller than some ASEAN peers and lacks small-cap issuers.
Market liquidity is limited to a subset of listed companies and is declining.
Non-free float-adjusted indices should be phased out to improve transparency and market efficiency.

3. Corporate Bond Market Development

Thailand's corporate bond market is the largest in ASEAN, with retail investors holding 40% of outstanding amounts.
Foreign investor participation is minimal, less than 1%.
Covenants are weak, and the standard issuance template is often diluted.
The out-of-court default resolution framework is challenging, with slow court proceedings and rehabilitation processes.
There is a lack of clarity regarding the ability to trade claims of defaulted bonds.

4. Private Capital Market Mobilisation

Thailand's private equity and venture capital (VC) ecosystems are underdeveloped compared to regional peers.
Early-stage funding is particularly limited.
The market is dominated by corporate venture capital, and exit opportunities are scarce, reducing its attractiveness.
Legal structures for VC funds may be suboptimal, and restrictive regulations on financing instruments and personal bankruptcy limit venture capital activity.

5. Role of Institutional Investors

Institutional investor assets have grown significantly, reaching 88% of GDP in 2024.
Pension coverage and participation in voluntary schemes remain modest.
Asset allocations are more conservative compared to other Asian jurisdictions.
The insurance industry is large by regional standards, but investment strategies are conservative.
Unit-linked products are underutilised, and strict risk-based capital rules, investment limits, and hedging requirements restrict insurer participation.
Investment funds are dominated by banks, limiting competition.

Policy Recommendations

1. Improving the Institutional Landscape and Corporate Governance

Empower the stock exchange, investors, and other market participants through greater director accountability and improved institutional coordination.
Enhance the SEC's independence and separate its regulatory and commercial functions.
Streamline enforcement, particularly in investigations and decision-making on corporate governance and market issues.
Revise the Corporate Governance Code and increase transparency in monitoring practices.
Tighten controls and disclosures on related party transactions.
Formalise nomination processes, enforce tenure limits, and improve director qualifications through targeted education initiatives.

2. Boosting Access to the Public Equity Market

Commit to a shortened approval timeline for equity issuance.
Allow simplified filings and a shorter timeline for secondary equity offerings.
Adopt a sponsor-driven model for the mai and allow a simplified prospectus.
Permit direct listings on the mai and LiVE Exchange (LiVEx) to increase accessibility and provide exit opportunities.
Enhance visibility of listed companies through independent research.
Introduce market-making incentives.

3. Facilitating Market-Based Long-Term Financing via Corporate Bonds

Reform the criteria and process for becoming an accredited investor.
Clarify the legality of claim transfers and ensure they cannot be easily overturned in court.
Introduce measures to boost SME access, such as expanded guarantees, subsidised ratings, securitisation, simpler disclosures, and tax incentives.

4. Mobilising Private Capital Markets

Expand equity-matching and grant schemes for seed and early-stage funding through streamlined processes.
Establish a government-backed VC fund to co-invest with private investors.
Create a single entity to coordinate initiatives and implement a national strategy.
Promote high-quality incubators and accelerators with experienced staff.
Develop clearer frameworks for commercialising university intellectual property.
Update regulations on fund structures, employee stock options, financing instruments, and bankruptcy laws to strengthen the VC ecosystem.

5. Increasing the Role of Institutional Investors

Expand pension coverage and voluntary scheme participation.
Encourage more diversified and risk-appetite-driven asset allocations.
Promote the use of unit-linked products and reduce restrictive regulations.
Introduce more competitive investment fund structures and encourage non-bank participation.

6. Strengthening Household Savings and Financial Resilience

Improve financial literacy to enhance household participation in capital markets.
Develop tax-incentivised saving schemes to increase savings rates.
Enhance the accessibility and attractiveness of investment funds for retail investors.

Conclusion

The report highlights the need for structural reforms and policy interventions to improve the efficiency, attractiveness, and resilience of Thailand's capital markets. By enhancing corporate governance, expanding access to public equity and corporate bonds, mobilising private capital, and strengthening institutional and household participation, Thailand can better leverage its capital markets to support economic growth, job creation, and national strategic objectives.

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