The Organisation for Economic Co-operation and Development (OECD) has recommended the State Enterprise Policy Office (Sepo) amend relevant legislation and introduce a Golden Share mechanism, granting the government the authority to veto decisions by state-owned enterprises that could affect national security, even if it no longer holds a majority stake.
According to Tibordee Wattanakul, director-general of Sepo, the OECD proposed amending relevant legislation to expand Sepo's powers and responsibilities, enabling it to play a more proactive role as a shareholder in state-owned enterprises.
The suggestion focuses on offering a Golden Share, a special class used in developed countries such as France where the government or the original shareholder retains the right to veto certain resolutions involving matters of national security, even if the government's shareholding is reduced to less than 50%.
For example, the Finance Ministry holds a 51.38% stake in PTT Plc, and the introduction of a Golden Share mechanism would allow the ministry to retain voting rights on critical matters, such as oil pricing policies or certain investments that could affect national security, even if it ceases to be the majority shareholder in the future.
Mr Tibordee said such a framework requires establishing the broad principles of the mechanism in legislation, while the specific scope and implementation details would be prescribed in each company's internal regulations.
This approach is intended to ensure the mechanism does not conflict with the constitution or extend unnecessarily to all corporate matters. For example, issues such as dividend payments and the appointment of audit committee members would continue to be governed by the existing corporate governance framework.
As for the legislative process, amendments introducing the Golden Share framework would have to be submitted to parliament for consideration before they could take legal effect.
In addition, Sepo plans to amend the law to raise the maximum age for directors of state-owned enterprises from 65 to 70, reflecting longer life expectancy and the greater capacity of individuals to remain productive later in their careers.
The proposal is part of broader efforts to strengthen the governance and competitiveness of the country's state-owned enterprises.
Mr Tibordee said the Standard Qualifications of State Enterprise Directors and Employees Act of 1975 sets the maximum age for board members at 65. A proposal calls for increasing the limit to 70 because people today enjoy longer, healthier working lives, particularly professionals with specialised expertise such as in legal and financial matters.
However, the extended retirement age may not apply to all positions or skill sets, as there are concerns about work performance if the age limit is set too high, he noted.
In addition, Mr Tibordee emphasised the need to ensure any change does not inadvertently allow individuals to remain in office for excessively long periods.
The objective of the proposed amendment is to provide greater flexibility and enable state-owned enterprises to attract and retain highly qualified individuals.
Regarding remuneration for state-owned enterprise directors, although there were previous proposals to raise compensation to levels more comparable with the private sector, he said in the current economic environment any adjustments need to be considered carefully to ensure they are appropriate.
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