The current COVID-19 situation and discouragement of gatherings has made physical board or shareholder meetings exceptionally challenging. A new law has been issued to facilitate holding such meetings in companies. 

On 19 April 2020, the Emergency Decree on Electronic Meetings, B.E. 2563 (2020), was issued and published in the Royal Gazette effective from 19 April 2020.

The Emergency Decree states that, where a meeting is required to be held pursuant to any law, the chairman of such meeting may hold the meeting through an electronic medium.  Moreover, a notice of an electronic meeting can be issued and sent to all recipients via email.  A copy of such notice shall be kept as evidence in electronic form.

In order to hold an electronic meeting, the following procedures shall be adopted:

    1.   Arranging for all attendees to identify themselves prior to joining the meeting;

    2.  Procuring for all attendees to be able to vote in the meeting;

    3.  Preparing minutes of the meeting;

    4.  Procuring for recording of audio and/or video in the meeting, except for a confidential meeting; and

    5.  Recording electronic traffic data of all attendees as evidence.

The electronic meeting shall be held pursuant to the Announcement of the Ministry of Digital Economy and Society on the Standards for Maintaining security of Electronic Meetings B.E. 2563 (2020), published in the Government Gazette and effective from which states that an electronic meeting shall have at least the following procedures:

    1.   Identification of all attendees before the meeting;

    2.  Communication among all attendees by audio and/or video;

    3.  Access to meeting documents of all attendees;

    4.  Voting by all attendees;

    5.  Recording of data or evidence in relation to the meeting, including recoding of audio and/or video of all attendees throughout the meeting, except for a confidential meeting;

    6.  Recording of electronic traffic data of all attendees; and

    7.  Notification of any error during the meeting.

An electronic meeting which is held contrary to the Emergency Decree on Electronic Meetings B.E. 2563 (2020) shall be deemed illegally held pursuant to the Thai Civil and Commercial Code.

Please contact us at enquiries@southasia-law.com should you require further information.