Thailand has the second-largest economy in Southeast Asia.1 In recent years, it has adopted corporate governance standards appropriate for its relatively large, industrialized economy. While the standards have not been specifically geared toward enhancing gender diversity on boards, these general improvements have created a fairer, more transparent, more accountable system that benefits both men and women serving in senior management and as directors. There are no gender quotas in Thailand for women on boards.2
Over the course of several decades, women’s rights in Thailand—including those related to the workplace—have expanded significantly. Thailand has an unfortunate history of mistreatment of women, including workplace discrimination, domestic violence, and sex trafficking. Although these forms of mistreatment continue today, the country has made significant strides in promoting gender equality in the boardroom and beyond. According to the Credit Suisse Gender 3000 from September 2016, the percentage of women on boards in Thailand was 12.7%.3 This reflects a positive change of 2.7% since 2013.4
Thailand ratified the United Nations Convention on the Elimination of All Forms of Discrimination against Women (CEDAW) in 1985 and its Optional Protocol in 2000.5 As such, the Thai government is required to “apply the Convention as a guideline for formulating policies and plans relating to women, as well as laws and regulations to eliminate all forms of discrimination.”6
Since absolute monarchy was abolished in 1932, Thailand’s Constitution has been rewritten and reissued 20 times.7 In recent years, as further described below, the Constitution has included provisions regarding women’s equality. Additionally, the 1997 Thai Constitution explicitly provided that “[m]en and women shall enjoy equal rights”8 and required the state to promote equality between women and men.9 The 2007 constitution also had equality10 and unjust discrimination provisions.11
Since the military took control of the country in 2014, the military government has attempted to redraft the Constitution.12 In early 2015, a member of Thailand’s constitution drafting panel confirmed that the panel had approved that the new version of the Thai Constitution would include the term “third gender” for the first time. This would have been a significant step toward empowering transgender and gay communities and ensuring those communities more equitable treatment under Thai law.13 However, the constitutional redrafting failed in 2015, as the junta itself withdrew the draft of the entire Constitution out of concern that there was not sufficient public support.14
In April 2017, Thailand’s new king signed the country’s latest Constitution, drafted by the military. The Constitution affirms that “men and women shall enjoy equal rights.”15 However, the third gender language was not included. The Constitution also states that unjust discrimination against a person on the grounds of differences in origin, race, language, sex, age, disability, physical or health condition, personal status, economic and social standing, religious belief, education, or political view which is not contrary to the provisions of the Constitution, or on any other grounds, shall not be permitted.16
Gender Equality Act
In 2015, the Thailand Gender Equality Act was passed.17 The Act created various committees to promote gender equality. The first committee was the Gender Equality Promotion Committee with authority to establish policies and action plans for the promotion of gender equality. This includes providing the Cabinet with policy recommendations, establishing guidelines to assist victims of gender discrimination, promoting studies on how to prevent gender discrimination, and establishing regulations relating to the supervision and audit of the Committee. The Committee shall adopt measures to “truly promote gender equality,” including promoting accessibility to social, economic, and political rights, and improving social practices and cultural norms toward gender equality so as to eliminate bias based on inequality and violence due to gender.18
The second committee is the Committee on Consideration of Unfair Gender Discrimination, responsible for deciding complaints of gender discrimination. This law is inclusive of LGBTI (lesbian, gay, bisexual, transgender, and intersex) rights.19 However, the law states that discrimination “for the compliance with religious principles, or for the national security shall not be deemed unfair gender discrimination.”20
LGBTI-rights commentators have noted that the law’s potential effectiveness suffers from two overbroad exceptions for national security and religion. Various emergency laws allowing the use of martial law, passed ostensibly due to national security concerns, open the door to abuses such as detention without trial for long periods and delayed access to the courts.21
As in many countries, some stereotypes and prejudices against women still persist. Women hold only a small fraction (5%) of seats in Thailand’s national Parliament.22 However, Thailand has gained ground in that women comprise a significant portion of the workforce and nearly half of Thai women attend college.23
Corporate Governance Standards
Thailand has adopted internationally accepted standards on corporate governance. This includes the Organisation for Economic Cooperation and Development’s (“OECD”) Principles of Corporate Governance. These principles encompass five core areas: shareholder rights, equitable treatment of shareholders, the role of stakeholders in corporate governance, disclosure and transparency, and responsibilities of the board.24 The principles are specified in related Thai laws and regulations.
In accordance with these principles, Thailand considers corporate governance to encompass a company’s responsibilities to its stakeholders and community. According to the World Bank, “Corporate governance reform has been a priority since the 1997 financial crisis and has continued since… 2005, with significant revisions to the Securities and Exchange Act [of] 1992, new Principles of Good Corporate Governance for listed companies, and a new banking act and supporting regulation to improve bank corporate governance.”25 The amendments to the Securities Exchange Act (SEA) included clearer duties for directors, as well as stronger protections for shareholders and whistleblowers. The Act also included provisions designed to increase the independence and professionalism of the SEC, in accordance with the principles described above.26
Most directors are non-executive, and typically at least one-third are independent (i.e., non-management or major shareholders).27 Boards are required to adopt a corporate governance policy, and a corporate board has fiduciary duties of care and loyalty to the company and its shareholders. The board also has the duty to oversee the executives’ and the management’s performance to optimize corporate efficiency and investors’ returns.
According to the World Bank, “Directors take their responsibilities seriously. Directors participate in director training, and many undertake annual self-evaluations of their performance. The SEC screens directors of listed companies and can disqualify them under the SEA.”28 There are additional qualifications for directors and major shareholders of financial institutions, including the requirement to pass a fitness test and non-rejection by the Bank of Thailand. Banks and other financial institutions are subject to additional requirements, including instituting a board risk.29
Shareholders have strong rights in Thailand, including a right to review the company’s information, make material investment decisions, and review the performance of directors and executives.30
Gender Equality in Education and in the Workplace
Statistics on educational attainment in Thailand are varied. In 2015, Thailand ranked 52nd on the Program for International Student Assessment (PISA), a global standardized test of second schools. Ninety percent of teachers in rural Thailand teach subjects in which they have not graduated.31 The proportion of female secondary students in Thailand is 65%.32 Promisingly, Thailand also has the fifth most PhDs awarded to women as compared to men in the world and one of the highest proportions of female science researchers among Asian countries.33
Women are, in fact, well represented in the total employment, accounting for 80% in the ten largest export industries and 45% of the manufacturing workforce.34 Yet, new industries in Thailand also reflect risks for improving the percentage of women in the workplace. For example, women are 1.5 times more likely to occupy jobs at high risk of automation than their male counterparts.35
Thailand is drafting the Women’s Development Plan in the Twelfth National Economic and Social Development Plan, which seeks to change attitudes toward gender equality.36 A stated goal of the Plan is to “[c]reate economic and social opportunity, by promoting job- and income-creation and increasing productivity, for the 40 percent of the population with the lowest income, disadvantaged persons, women, and elderly persons.”37 The Plan notes that the Asia-Pacific Economic Cooperation placed importance on the “sustainable development of [subject matter experts], and opportunities for women and people with disabilities.”38 It also plans for women to “have equal access to public services and equal opportunity to develop themselves to their fullest potential.”39
Another prominent initiative is the Global Entrepreneurship Thailand (GEN Thailand).40 GEN Thailand organizes events and activities to equip women entrepreneurs with knowledge, training, coaching, and management tools.41
Despite the absence of government-imposed quotas regarding the number of women on corporate boards, Thailand has achieved gains in representation of women on boards up to 12.7%, and continues to make headway in promoting gender equality. As government initiatives geared toward promoting equality and diversity continue to improve, Thailand will likely see an increase in the number of women on corporate boards and in senior management roles.
1 Thai Economic Performance in Q4 and 2017 and Outlook for 2018, NESDB Economic Report (Feb. 19, 2018), http://www.nesdb.go.th/nesdb_en/ewt_dl_link.php?nid=4360&filename=Macroeconomic_Planning.
2 Women in the boardroom: A global perspective, Deloitte 32 (2017), https://www2.deloitte.com/content/dam/Deloitte/za/Documents/technology-media-telecommunications/za_Wome_in_the_boardroom_a_global_perspective_fifth_edition.pdf.
3 The CS Gender 3000: The Reward for Change, Credit Suisse 8, tbl 1 (2016), https://glg.it/assets/docs/csri-gender-3000.pdf.
4 Deloitte, supra note 2, at 32; Credit Suisse, supra note 3, at 8.
5 See Thailand, U.N. Women, http://asiapacific.unwomen.org/en/countries/thailand.
6 Consideration of reports submitted by States parties under article 18 of the Convention on the Elimination of All Forms of Discrimination against Women, U.N. CEDAW Report (June 24, 2004), https://documents-dds-ny.un.org/doc/UNDOC/GEN/N04/411/30/PDF/N0441130.pdf?OpenElement.
7 Thailand’s new Constitution: What you need to know, The Straits Times (Apr. 6, 2017), http://www.straitstimes.com/asia/se-asia/thailands-new-constitution-what-you-need-to-know.
8 Const. § 30 (1997).
9 Const. § 80 (1997)
10 Const. § 5 (1997) (“The Thai people, irrespective of their origins, sexes, or religions, shall enjoy equal protection under this Constitution.”).
11 Const. § 30 (2007) (“Unjust discrimination against a person on grounds of difference in origin, race, language, sex, age, physical conditions or health, economic or social status, religious belief, education or constitutionally protected view, which does not contravene the provisions of this Constitution, shall not be permitted.”).
12 Jonathan Head, Thailand’s constitution: New era, new uncertainties, BBC (Apr. 7, 2017), http://www.bbc.com/news/world-asia-39499485 (last visited Aug. 27, 2018).
13 See Amy Sawitta Lefevre, Thailand Will Recognize ‘Third Gender’ in New Constitution, Huffington Post (Jan. 15, 2015, updated Feb. 2, 2016), http://www.huffingtonpost.com/2015/01/15/thailand-third-gender-_n_6476582.html.
15 Const. § 27 (2007).
17 Thailand Gender Equality Act, B.E. 2558 (2015), https://www.hrw.org/news/2015/09/21/thailand-gender-equality-act (last visited Aug. 27, 2018).
18 Gender Equality Act, ch. 1 § 10.
19 Gender Equality Act comes into effect in Thailand, U.N. AIDS (Sept. 9, 2015), https://unaids-ap.org/2015/09/09/gender-equality-act-comes-into-effect-in-thailand/.
20 Gender Equality Act, ch. 3 § 17.
21 Challenges to gender equality in Thailand, Bangkok Post (Mar. 8, 2018), https://www.bangkokpost.com/opinion/opinion/1424306/challenges-to-gender-equality-in-thailand.
22 Proportion of seats held by women in national parliaments (%),World Bank, https://data.worldbank.org/indicator/SG.GEN.PARL.ZS (last visited Sept. 12, 2018).
23 See Liza Romanow, The Women of Thailand, Global Majority E-Journal, Vol. 3, No. 1, at 44 (June 2012), http://www.bangladeshstudies.org/files/Global_Majority_e_Journal_3_1_Romanow.pdf.
24 OECD Principles of Corporate Governance, OECD (2004), http://www.oecd.org/daf/ca/corporategovernanceprinciples/31557724.pdf (last visited Aug. 27, 2018).
25 Corporate Governance Country Assessment, Thailand, World Bank 1 (Jan. 2013), https://openknowledge.worldbank.org/bitstream/handle/10986/20443/908230ROSC0Box0ailand0201300PUBLIC0.pdf?sequence=1&isAllowed=y (last visited Aug. 27, 2018).
26 Id. at 5.
27 Id. at 2.
28 Id. at 13.
29 Id. at 2.
30 Good Corporate Governance, Sec. Exch. Comm’n, http://www.sec.or.th/EN/RaisingFunds/EquityDebt/Pages/link-Laws_Regulations/CorporateGovernanceCG.aspx (last visited Aug. 27, 2018).
31 Can ASEAN move forward if women are left behind? Women in ASEAN: unlocking possibilities, Ernst & Young 11 (2017), https://www.ey.com/Publication/vwLUAssets/ey-women-in-asean-unlocking-possibilities/$FILE/ey-women-in-asean-unlocking-possibilities.pdf.
32 Id. at 6.
33 Jasmine Cha, The Privileged Lie of Gender Equality in Thailand, Harvard Int’l Review (Mar. 30, 2016), http://hir.harvard.edu/article/?a=13011.
35 Ernst & Young, supra note 31, at 9.
36 The Twelfth Nat’l Econ. and Soc. Dev. Plan (2017-2021), at 4.2, http://www.nesdb.go.th/nesdb_en/ewt_w3c/ewt_dl_link.php?nid=4345 (last visited Aug. 27, 2018).
37 Id. at 2.2.4(2).
38 Id. at 2.7.2(5).
39 Id. at 3.2.4.
40 Global Entrepreneurship Thailand, https://gethai.org/ (last visited Aug. 27, 2018).
41 Deloitte, supra note 2, at 32.