New rules of the Stock Exchange of Thailand (“SET”) and the Market for Alternative Investment (“mai”), effective 11 September 2026, introduce a more accessible listing route for certain businesses operating in Thailand’s designated New Economy industries. The revised framework reduces the market capitalization and operating track record requirements and creates a further Special Track for qualifying businesses promoted by the Board of Investment (“BOI”) or authorized under the Eastern Economic Corridor (“EEC”) framework. SET announced the reforms on 4 September 2026, following approval by the Securities and Exchange Commission, with the new criteria taking effect on 11 September 2026.
For growing SMEs, the changes to mai may be particularly relevant. A qualifying BOI-promoted or EEC-authorized business may now enter the mai route with a minimum market capitalization of THB 1 billion and an operating track record of one year. The corresponding thresholds for SET are THB 3 billion and one year. By comparison, the revised general New Economy thresholds are THB 1.5 billion for mai and THB 5 billion for SET, with a two-year operating track record.
SET and mai listing thresholds at a glance
| Route | mai market capitalization | SET market capitalization | Operating track record |
|---|---|---|---|
| General New Economy route | THB 1.5 billion | THB 5 billion | 2 years |
| BOI/EEC Special Track | THB 1 billion | THB 3 billion | 1 year |
How the BOI to IPO initiative connects with the listing changes
The listing amendments also connect with the broader BOI to IPO initiative. On 11 September 2026, the BOI announced approval of additional corporate income tax incentives for qualifying promoted companies entering the capital market. For New Economy companies certified by SET, the announced benefits are an additional three-year exemption or a 50% reduction for five additional years. For general companies under the measure, the announced benefits are an additional two-year exemption or a 50% reduction for three additional years. The applicable benefit depends on the business activity category.
On 17 September 2026, BOI, SET and SEC signed a cooperation agreement supporting companies’ preparation and access to the capital market. The joint announcement also referred to listing-related expense support from SET and the Capital Market Development Fund and a pilot to streamline the IPO process. These measures complement the revised listing criteria. Eligibility for the BOI/EEC Special Track does not itself establish entitlement to the additional BOI tax incentives, which require a separate assessment against the applicable implementing conditions.
Which New Economy industries qualify
The revised criteria apply to businesses operating in 10 industries designated by SET: Advanced Agriculture and Food, Biofuel and Biochemical, Medical and Health Advances, Creative Tourism, Next-generation Automotive, Aviation and Logistics, Digital and Electronic Commerce, Smart Electronics, Robotics, and Technology and Innovation Development, including biotechnology, nanotechnology, advanced material technology and digital technology. The list is prescribed by a separate SET notification and applies to both SET and mai under the Market Capitalization Test.
The BOI or EEC Special Track is narrower than the general New Economy route. The relevant business activity must fall within one of the prescribed industries and must also satisfy the BOI or EEC condition. A BOI promotion for an activity outside the prescribed industries does not therefore bring the applicant within the Special Track.
The distinction is important because BOI promotion, by itself, is not the listing criterion. The promoted business must be the qualifying New Economy activity contemplated by the SET rules.
Lower market capitalization and shorter operating history
The September amendments materially reduce the quantitative thresholds that previously applied under the New Economy route. The reduction is substantial when compared with the previous New Economy criteria, which required a minimum market capitalization of THB 2 billion for mai and THB 7.5 billion for SET. The amendments therefore lower the entry threshold generally, with a further reduction for qualifying BOI and EEC businesses.
The operating track record has also been shortened. The revised general New Economy route requires two years for both markets, while the BOI/EEC Special Track permits a one-year operating track record.
In practical terms, this may bring a listing within reach earlier for some growth-stage companies. A business that would previously have remained below mai’s quantitative entry requirements may be able to reach the relevant thresholds sooner if it satisfies the Special Track conditions.
Revenue requirements and use of IPO proceeds
The lower thresholds should not, however, be read in isolation. The revised rules also impose conditions intended to demonstrate that the applicant is genuinely operating in the relevant New Economy business.
A Special Track applicant must already have commercial revenue from the BOI-promoted or EEC-authorized target-industry business before filing its listing application. That commercial revenue must continue through the listing process.
The prescribed-industry business must also constitute the applicant’s main operating revenue. Under the revised criteria, it must be the company’s largest source of operating revenue and account for at least 30% of total operating revenue in the latest year.
This represents an important shift from the earlier New Economy criteria, which applied higher numerical revenue tests. The revised approach focuses instead on whether the prescribed-industry activity genuinely represents the company’s principal operating business.
The rules also regulate the intended use of funds raised through the IPO. More than 50% of the proceeds from newly issued shares must be used to develop, expand or strengthen the prescribed-industry business so that it remains the applicant’s core business. The applicant must also demonstrate sufficient working capital for the following 12 months and complete the required self-assessment concerning its prescribed-industry business.
Taken together, these requirements show that the Special Track is intended to facilitate earlier capital-market access for genuine operating businesses in the designated sectors, rather than simply reduce the numerical entry thresholds.
EEC authorization means more than a factory location
The EEC limb of the Special Track also requires closer attention than the term “EEC business” might suggest.
Under the amended rules, the relevant business must be authorized to operate in a Special Economic Promotion Zone under the EEC Act. Mere geographic location within Chachoengsao, Chonburi or Rayong is not sufficient.
Accordingly, a business operating a factory in Rayong does not qualify for the Special Track simply because the factory is located within the geographic EEC. Its regulatory status under the EEC Act must also fall within the requirement prescribed by the listing rules.
This distinction is important when assessing eligibility, particularly for businesses that describe themselves commercially as “EEC projects” without having the specific authorization contemplated by the amended criteria.
What the changes mean for foreign investors and business owners
For Thai-incorporated businesses with foreign investment, the practical implications may arise long before an IPO is considered.
A foreign investor entering Thailand will normally focus first on matters such as foreign ownership restrictions, BOI incentives, land or factory arrangements, licensing, financing and tax. Capital-market access is usually a later consideration.
The revised rules do not mean that an otherwise workable investment structure should be changed solely to preserve a possible future listing. They do, however, add another factor to long-term planning for businesses with significant growth ambitions.
This is particularly relevant where an investor expects the Thai business to expand substantially, bring in outside investors or require further equity financing. In those cases, the possibility of an earlier SET or mai route may form part of the broader financing discussion, even where an IPO is not an immediate objective.
For business owners and investors, the practical relevance lies in financing growth and planning future ownership. A potential listing may provide an additional source of equity for expansion and, over time, a route to shareholder liquidity, subject to applicable shareholding and lock-up requirements. For a foreign group expanding its Thai subsidiary, or an investor considering an equity stake, an early review of the company’s activities, BOI or EEC status and revenue profile can help establish whether a future listing is a realistic option. This may inform investment planning even where an IPO remains several years away.
For foreign investors, it is also important to distinguish a Thai-incorporated company with foreign shareholders from a foreign company. The revised criteria expressly provide that SET may accommodate both Thai and foreign companies, while mai is available to Thai companies. A Thai-incorporated company may therefore be foreign-owned and still fall within the mai framework, subject to the applicable listing requirements.
Listing eligibility is different from IPO readiness
The Special Track reduces certain quantitative entry barriers, but it does not replace the wider regulatory framework applicable to a listing.
Applicants remain subject to requirements concerning matters such as financial condition, paid-up capital, free float, management qualifications, corporate governance, internal controls, conflicts of interest, financial statements and SEC approval. SET’s current listing guidance continues to apply these broader requirements alongside the Market Capitalization Test.
A company may therefore satisfy the Special Track market capitalization and operating track record requirements without being ready to list.
The distinction between eligibility and readiness remains important. The Special Track may allow a qualifying company to approach the capital market earlier, but it does not remove the legal, financial and governance work required for an IPO.
What an initial eligibility review should cover
For an existing BOI-promoted or EEC-authorized SME, the immediate question is not necessarily whether it should begin preparing for an IPO. A more limited eligibility review may first establish whether the revised route is relevant at all.
That review would ordinarily consider whether the business falls within one of SET’s 10 prescribed New Economy industries, whether the relevant activity satisfies the BOI or EEC condition, whether commercial revenue has commenced, whether the activity constitutes the company’s largest source of operating revenue and meets the 30% threshold, and whether the business is approaching the scale at which a SET or mai listing could become commercially relevant.
For many SMEs, the revised rules may remain irrelevant for some time. For businesses already operating in a qualifying sector, however, particularly those benefiting from BOI promotion or authorization under the EEC Act, the amendments create a potentially earlier route to Thailand’s capital market.
The significance of the reform is therefore not that every qualifying business should now consider an IPO. It is that capital-market access may become a realistic option earlier in the life of certain New Economy businesses than under the previous framework.
Discuss your business with AIM Bangkok
If your Thai business holds BOI promotion or EEC authorization and is considering expansion or new equity investment, AIM Bangkok can assist with an initial review of its activities, regulatory status and corporate structure against the relevant eligibility conditions. Contact us to discuss whether a more detailed assessment with capital-market advisers would be worthwhile.
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This article is provided for general information only and does not constitute legal, financial or investment advice. Whether a company qualifies for a particular listing route depends on its specific activities, regulatory status, financial position and structure, and should be considered against the applicable SET, SEC, BOI and EEC requirements in force at the relevant time.