Physical meetings are infeasible due to government lockdowns and legislation restricting gatherings. This is to reduce the risk of further spreading the disease, the COVID-19 pandemic. It has resulted in a huge increase in the popularity of electronic meetings among businesses all over the world. The new electronic meeting law announced by Thailand Government can be one of the most awaited one for your business in Thailand.
This turn of events in Thailand has resulted in the adoption of a new electronic meeting law. It aims to modernize rules for corporate organizations to hold legislative meetings as mandated by Thai law.
Need of New Electronic Meeting Law
National Council for Peace and Order No. 74/2557 on Teleconferences by Electronic Means B.E. 2557 (2014) first approved the practice, it has been allowed to some extent in Thailand. Many companies, however, found two of the announcement’s strict requirements to be impractical:
- At least one-third of the quorum for an electronic meeting had to physically attend the meeting at the specified meeting location; and,
- All participants in the electronic meeting, whether online or in person, had to be physically present in Thailand at the time of the meeting.
The New Digital or Electronic Meeting Law
The Royal Decree on Teleconferences by Electronic Means B.E. 2563 (2020) replaced the 2014 order. It relaxed its most onerous limitations to allow electronic meetings of directors and shareholders during the COVID-19 pandemic. It went into effect on April 19, 2020, replacing the 2014 order and relaxing its most onerous limitations.
The royal decree includes provisions that enable all participants to participate in meetings through electronic means, such as phone or videoconferencing, from anywhere in the world. Furthermore, there is no longer a requirement for physical presence, and notices (and enclosures) calling a meeting. It can be sent to participants via electronic mail, replacing the 2014 announcement’s traditional postal requirement.
Legislative Protocols for Electronic Meetings
In order to protect the dignity of the new meeting procedures, the new royal decree also needed to include some legislative protocols. To begin, the meeting organizer must keep track of the meeting notice sent out electronically, and verify the participants’ identities before the meeting starts.
Except for secret meetings, an audio or audiovisual record of the entire meeting must be held as evidence. It is also applicable for electronic traffic records of all attendees. It can be the log file of usernames and login/logout dates and times. Meeting minutes, whether in an electronic or physical format, must also be documented.
The new royal decree extends to board and shareholder meetings of both private and public corporations in Thailand. It is also applicable for meetings of partnerships, trade associations, and chambers of commerce, in the same way that the previous law did. Companies can choose to hold electronic meetings regardless of whether their articles of incorporation specifically allow it.
Furthermore, the same rules and conditions that apply to physical meetings apply to electronic meetings. For example, a delegate may be appointed at a shareholders meeting but not at a board meeting.
Regulations Governing Security of Electronic Meetings
In its Notification Re: Requirements for Maintaining Security of Meetings through Electronic Means B.E. 2563, the Ministry of Digital Economy and Society (MDES) released a new set of mandatory security standards for electronic meetings to complement the new royal decree (2020). The notice which took effect on May 26, 2020.
It lays out a number of mandatory security measures and protocols for electronic meetings. It also governs the “conference control structure” and the “system controller’s” roles and functions. This is going to safeguard the privacy and confidentiality of board meetings or conferences of your business in Thailand.
The MDES notification added the following main conditions to the new royal decree, which already discussed security measures to some extent through its legislative protocols:
- Attendee Identification: Any safe form of identity authentication, such as username and password or one-time password, can be used by the meeting organizer.
- Communication That Is Two-Way: The meeting must provide enough bandwidth to provide a direct and continuous communication channel during the meeting. Whether through interactive audio or video communication it allows participants to communicate and express their opinions without interruption.
- Control Device for Conferences: In need or emergency, the meeting chair (or the device controller) must have technical access to monitor. It should be able to limit the participation of participants during the meeting, whether permanently or temporarily.
- Documents And Data Are Accessible: Documents and data provided during the meeting must be accessible to attendees.
- The mechanism for Voting: The meeting must provide participants with access to technical resources to encourage voting. Whether in the form of a general vote or a secret vote; records must be kept.
The meeting must maintain records and data related to the meeting. It can be the process of identity verification, voting methods and outcomes, audio or audiovisual recording (except for secret meetings). Participants’ electronic traffic data, and the frequency of disruptions during the meeting, if any, should also be recorded.
- Troubleshooting: Attendees must be able to report any disturbances or mistakes that arise during the meeting. The organizer must be prepared to provide appropriate solutions and preventative measures.
- IT Security Requirements: In terms of confidentiality, integrity, accessibility, privacy and safety of personal data, as well as other IT security measures, the meeting must meet the minimum IT security requirements.
Compliances of the Electronic Meeting Law
Electronic meetings using free or paid conference software or sites, such as MS Teams, Zoom, Google Meet, and others, have become ubiquitous and convenient. The Electronic Transaction Development Agency (ETDA) has the authority to check and confirm the conference control systems.
ETDA can ensure whether they have the technological capabilities or functions to comply with the e-meeting security measures outlined in the MDES notice. Several conference control systems have completed the ETDA’s self-assessment to date, but only a handful have chosen to apply for ETDA’s official certification.
Meeting planners from all Thai companies should familiarize themselves with the new electronic meeting laws and rules. They should carefully choose a conference control system that complies with the regulations while still meeting their needs.
Regardless of the platform chosen, the royal decree and its corresponding MDES notification have taken a much-needed, modernizing step in Thailand’s corporate operations phase. These innovations are a positive sign of Thailand’s willingness to make foreign business easier in the region, as well as a welcome advancement for shareholders and board members.
Therefore, this decision eases out the process of business management for foreign investors operating in Thailand. These new regulations passed by the Thai government can be helpful for your business communication. If still you face difficulty in communications and are eager to set up your business in Thailand, shoot us a mail at [email protected]. We can be your most trusted SPOC to help you in guiding you throughout the legal procedures of starting your business in Thailand.
