Part I. Applicable Laws
The foundation of Thailand's digital asset regulations is the Emergency Decree on Digital Asset Businesses, B.E. 2561 (2018) (the "Digital Asset Decree"), which established digital assets as a new regulated asset class under Thai law. Key considerations include:
- Scope: Determines whether digital instruments qualify as "digital assets" under the Decree
Related Laws: Must also consider:
- Securities and Exchange Act
- Payment Systems Act
- Derivatives Act
- Exclusions: Certain digitally-enabled instruments (e.g., digital securities, e-money) fall under other specific laws rather than the Digital Asset Decree
Part II. Digital Assets Law
1. Cryptocurrencies vs. Digital Tokens
| Cryptocurrency | Digital Token |
|---|---|
| Electronic data unit serving as medium of exchange | Electronic data unit determining rights (investment or utility rights) |
| Examples: BTC, ETH | Examples: Investment tokens, utility tokens |
2024 Proposed Amendment: SEC proposes combining definitions into "Crypto Asset" with four key elements:
- Digital representation
- Intangible nature
- Owner control rights
- Transferability
2. Regulatory Framework Overview
2.1 Digital Token Offerings
Public Offering Requirements:
- Must be conducted by Thai-registered companies
- Requires SEC approval and prospectus filing
- Must use SEC-approved portals
Exempt Offerings:
- Limited offerings (≤50 persons or ≤THB 20M/12mo)
- Ready-to-use utility tokens for consumptive purposes
👉 Learn more about Thailand's digital asset licensing
Special Offering Types:
- Real Estate Tokens: Minimum THB 500M project value
- Infrastructure Tokens: Covers 12 designated sectors
- Sustainability Tokens: Includes green/social tokens
- Debt-like Tokens: Fixed return instruments
2.2 Digital Asset Businesses
Licensed Activities:
- Digital Asset Exchange
- Digital Asset Broker
- Digital Asset Dealer
- Digital Asset Fund Manager
- Digital Asset Advisor
- Digital Asset Custodial Wallet Provider
Key Requirements:
- Minimum capital (THB 10M–100M)
- Net capital maintenance
- Strict AML/KYC compliance
3. Market Participant Guidelines
For Issuers:
- Must be Thai-registered company
- Financial statements compliant with TFRS
- Ongoing disclosure requirements
For Portals:
- Minimum THB 5M capital
- Must conduct issuer due diligence
- 90-day SEC approval process
For Investors:
- Retail limits: THB 300k/person/offering (excl. real estate/infra tokens)
- No limits for institutional investors
For NFT Operators:
- Only regulated if exhibiting digital asset characteristics
- Exchanges prohibited from NFT trading
Part III. AML Regulations
Digital asset businesses qualify as financial institutions under Thai AML laws, requiring:
KYC/CDD Procedures:
- Risk-based onboarding
- Ongoing transaction monitoring
Sanctions Compliance:
- Screening against designated persons lists
- THB 500k fines for violations
Part IV. BOT's Programmable Payment Sandbox
2024 Developments:
- THB-backed stablecoins: Potential classification as e-money
Sandbox Testing:
- THB-pegged electronic units (1:1 parity)
- Required redemption mechanisms
- Strict KYC/KYM processes
👉 Explore Thailand's fintech regulatory landscape
Part V: Baker McKenzie Expertise
Our FinTech practice covers:
- Blockchain Integration
- Digital Asset Licensing
- Tokenization Projects
- Regulatory Compliance
Key Areas Served:
✅ E-payment systems
✅ Digital banking
✅ P2P lending
✅ Robo-advisors
✅ Crypto exchanges
FAQ
Q: What's the minimum capital for a digital asset exchange?
A: THB 100M for full exchanges, THB 50M for non-asset keeping exchanges.
Q: Can foreign investors participate in Thai digital asset markets?
A: Yes, both primary and secondary markets are open to foreign investors.
Q: Are NFTs regulated in Thailand?
A: Only if they exhibit characteristics of regulated digital assets (investment/utility rights).
Q: What's the approval timeline for ICO portals?
A: Typically 90 days from complete application submission.
Q: How does Thailand regulate stablecoins?
A: THB-pegged stablecoins may qualify as e-money under BOT regulations.
Q: What's new in the 2025 regulatory framework?
A: Key developments include shelf-filing ICOs, sustainability tokens, and programmable payment sandbox.