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party only when it is recorded into the
companyûs register of shareholders. For a
public limited company, Section 58 of the Public
Limited Company Act of Thailand prescribes
that the share transfer shall be valid upon
the transferorûs endorsement of the share
certificate, which shall specify the name of
the transferee, be signed by both parties and
be delivered to the transferee. Such share
transfer may be raised against the company
once the company has received the request for
registration of the share transfer, and may be
raised against a third party only when it is
recorded into the companyûs register of
shareholders. In the case of a company listed
on the SET, Thailand Securities Depository Co.,
Ltd. (the çTSDé) will act as its registrar, and
the transfer of listed shares can be made through
the TSDûs scripless system.
In the acquisition of shares, either in the case
of shares in a private limited company or a
listed or non-listed public company, it is
common for the transferor and transferee to
execute a share purchase agreement (the
çSPAé). To cope with the uncertainty of
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