The independent arranger for tokenization in Thailand.

We structure and arrange ฿500M+ investment-token offerings for Thailand's income-producing assets.

฿500M+
Minimum raise
End-to-end
Single counterparty
6–9 mo
Mandate to listing
DA Decree
Thailand's regulatory framework
The thesis

Thailand built Asia's deepest framework for tokenizing real-world assets. The market hasn't caught up.

Since 2018, the Emergency Decree on Digital Asset Businesses has allowed real estate, infrastructure, and project cash flows to be tokenized into regulated investment tokens for Thai investors — CIT and VAT exempt at issuance, and a five-year capital-gains exemption for investors through 2029.

The first deal under the regime closed in 2021. The framework was designed for a hundred issuers a year; it has produced roughly one a year, each structured by a platform tied to the asset owner. No standing independent arranger. Omni Genesis is the bench.

Approach

We put together the entire deal.

From mandate to listing to administration, we orchestrate the licensed parties — appraisers, trustee, ICO Portal, digital-asset exchange, custodians — and present the issuer with one signed term sheet. One mandate. One counterparty.

01

Mandate & structuring

Indicative term sheet inside two weeks. SPV, trustee, token economics, use of proceeds — calibrated to your asset and your balance sheet.

02

Diligence & appraisal

Two SEC-approved independent appraisals. Legal, financial, and asset-level due diligence run by our team alongside outside counsel.

03

Regulator process

Registration statement and prospectus filed by the ICO Portal. We drive every round of dialog with the Thai SEC through to approval.

04

Listing & placement

Listed via a licensed ICO Portal partner; the Portal distributes to qualified Thai retail and institutional investors. We coordinate the working group, the marketing window, and pricing.

05

Settlement & custody

Funds released through a licensed Thai trustee. Tokens allocated to investor accounts on a licensed digital-asset exchange. Asset insulated from the issuer's balance sheet.

06

Administration

Reporting, distribution payments to token holders, secondary-market support, and investor communications for the life of the deal.

Sectors

Six sectors. One arranger.

We mandate, structure, and arrange investment-token offerings across Thailand's income-producing real economy. Each sector page details the asset criteria, the deal structure, and the engagement process.

Every offering is independently appraised, held under a licensed Thai trust, processed through a licensed ICO Portal, and listed on a licensed digital-asset exchange under the Emergency Decree on Digital Asset Businesses (2018).

Framework

Built on Thailand's regulatory framework. Not around it.

Digital-token offerings in Thailand are regulated under the Emergency Decree on Digital Asset Businesses, B.E. 2561 (2018). Every offering we arrange moves through a documented, multi-counterparty process designed to stand up to issuer counsel, regulator review, and investor scrutiny.

01

SEC-supervised

Every offering is filed with and approved by the Thai SEC before listing. We drive the regulator dialog from filing to approval alongside the licensed ICO Portal of record.

SEC Thailand
02

Independently appraised

Two SEC-approved appraisal firms run the valuation, on disclosed methodology that is filed with the prospectus.

Licensed appraisers
03

Trust-protected

A licensed Thai trustee holds the underlying asset on behalf of token holders. Operations stay with the issuer; sale and material disposition are gated by trustee consent.

Trust custody
04

Tax-advantaged at issuance

Issuance of regulated investment tokens under the DA Decree is exempt from corporate income tax and VAT. Materially below the all-in cost of a public bond or REIT IPO at the same size.

CIT & VAT exempt
05

Investor incentives intact

Thai investors benefit from a 5-year personal income tax exemption on capital gains from sales of digital assets via licensed Thai exchanges, brokers, and dealers — January 2025 through December 2029. Sustained demand on the buy side of every offering we arrange.

Jan 2025 – Dec 2029

Omni Genesis is an independent arranger. We do not hold an ICO Portal license; offerings we arrange are filed and listed by licensed ICO Portal partners. All offerings are subject to approval by the Thai SEC.

Reference

Operating framework, verbatim.

The statutes and SEC notifications under which we structure and arrange every offering. Counsel and finance teams should expect to see all of them cited in the prospectus.

We work with the licensed ICO Portals, Thai law firms, Big-4 audit practices, SEC-approved real-estate appraisers, and licensed trustees that anchor every regulated digital-token offering in Thailand.

By the numbers

The market, in numbers.

฿7B+
Total raised across the three real-estate-backed investment-token deals filed under the Digital Asset Decree, 2021–2025.
0%
Investment limits on real-estate and infrastructure investment tokens were removed in January 2024. The buyer base widened from accredited to all qualified Thai investors.
5-yr
Personal-income-tax exemption on capital gains from digital assets via licensed Thai exchanges, brokers, and dealers. Effective January 2025 through December 2029.
2018
Thailand's Emergency Decree on Digital Asset Businesses, B.E. 2561 — the regulatory framework for digital-token offerings, issuance, and licensed intermediaries.
Anatomy of an offering

The structural components of a regulated offering.

Every investment-token offering arranged under the Digital Asset Decree is built on the same set of licensed counterparties and documentation. We orchestrate them; the issuer signs one mandate.

  1. 01

    Asset-holding SPV

    A Thai juristic entity holds the underlying asset and contracts. Insulated from the issuer's balance sheet; operational control of the asset stays with the issuer.

    Issuer-controlled
  2. 02

    Licensed Thai trustee

    An SEC-licensed trustee holds shares of the SPV on behalf of token holders under the Trust for Transactions in the Capital Market Act, B.E. 2550. Sale and material disposition of the asset are gated by trustee consent.

    Trust Act 2007
  3. 03

    Two SEC-approved appraisals

    Two independent appraisers from the SEC's approved list value the underlying asset on disclosed methodology. The valuation and methodology are filed with the prospectus.

    Independent
  4. 04

    Prospectus & registration statement

    The full offering document — token terms, use of proceeds, risk factors, financials, asset documentation — filed with the Thai SEC by the licensed ICO Portal of record.

    SEC-filed
  5. 05

    Licensed ICO Portal

    The SEC-approved ICO Portal Service Provider files the offering, conducts investor onboarding and KYC, runs the subscription window, and acts as the formal regulatory counterparty to the SEC. Filer of record.

    GorJor. 16/2561
  6. 06

    Licensed digital-asset exchange

    Post-issuance, tokens are admitted to a licensed Thai digital-asset exchange for secondary trading. Provides liquidity to token holders and price discovery for the asset.

    Listing venue
  7. 07

    Ongoing administration

    Distribution payments to token holders, periodic reporting, secondary-market support, and investor communications run for the life of the offering. Handled under the original mandate; no re-papering required.

    Life of deal

This is a structural reference for offerings under the Emergency Decree on Digital Asset Businesses, B.E. 2561. Specific structures vary by sector, asset class, and offering type. This page is not an offer of investment tokens or securities and is not financial advice.

Engagement

Own a ฿500M+ income-producing asset? Let us structure your offering.

Mandate to first SEC filing in six to eight weeks. Mandate to listing in six to nine months. First investor distribution typically nine to twelve months from mandate. We work with a small number of issuers at a time.

  • A

    One counterparty, one mandate

    Origination, structuring, legal, regulator process, trustee, listing on a licensed ICO Portal, placement coordination, custody, and ongoing administration — orchestrated under a single signed mandate.

  • B

    Lower cost of capital

    Token investors price yield, not control. No covenants, no equity dilution, no bank intermediation. Issuance is exempt from CIT and VAT.

  • C

    Operational continuity

    The trust holds the asset; you operate it. No change to tenants, leases, off-take contracts, BOI status, or day-to-day management.

  • D

    Regulator-grade documentation

    Every deal is filed, audited, and listed. Issuer counsel and the SEC see the same paperwork — built to withstand both.

Issuer questions

Answered up front.

01Who are you?+
Omni Genesis is the independent arranger for tokenization in Thailand. We put the entire deal together — origination, structuring, legal, the regulator process, listing on a licensed ICO Portal, and post-issuance administration — for owners of income-producing assets. We are not an ICO Portal and we are not affiliated with any asset owner; offerings we arrange are filed and listed by licensed Thai ICO Portal partners we select on merit, not affiliation. Independence is the point. Founder team and senior advisors to be named publicly at launch.
02What's the minimum deal size?+
฿500M raise. We focus on serious assets with auditable financials and at least one full operating year. Below that, you are better served by a smaller direct-listing platform — and we'll say so in the first conversation, and refer where helpful.
03How long does it take?+
Mandate to first SEC filing: six to eight weeks. Mandate to listing: six to nine months. First investor distribution: typically nine to twelve months from mandate, depending on token terms. Faster is possible for clean, well-documented assets.
04What does it cost?+
A structuring retainer plus a success fee on the raise — together, indicatively in the 3–6% range of proceeds, depending on size, complexity, and sector. The Portal, trustee, appraisers, and counsel are billed separately at standard market rates. Aggregate all-in cost is materially below the equivalent for a public bond at the same size and faster than a REIT IPO. We share a full fee letter after the first conversation.
05Do I lose control of my asset?+
No. The asset sits in a property-holding company, with shares held by a licensed Thai trustee on behalf of token holders. You retain full operational control — tenants, leases, capex, contracts, BOI status. The trust gates only sale and material disposition of the asset, on behalf of investors.
06Can I tokenize an asset with existing bank debt?+
Yes — most issuers do. The asset is moved into the SPV with the existing bank's consent (release-and-novate, refinance, or subordination — whichever path the bank prefers). Use of proceeds frequently includes retiring the bank line, often at a lower effective cost. Existing debt and consent steps are fully disclosed in the prospectus. We run that consent process alongside outside counsel as part of the structuring phase.
07Who buys my tokens?+
The listing runs through a licensed ICO Portal to qualified Thai retail and institutional investors. The three real-estate-backed investment-token deals to date — SiriHub, RealX, SiriHub2 — were all heavily oversubscribed at primary issuance; the most recent closed within days. Demand is the easier side of this market right now.
08Why not just do a REIT or a public bond?+
Three reasons. Speed: regulated REIT setups take twelve to twenty-four months; we list in six to nine. Cost: public bonds need a credit rating, an investment bank syndicate, and an institutional roadshow — and bond coupons are taxable; investment-token issuance is exempt from CIT and VAT. Reach: a Thai bond clears with a few dozen institutions; an investment token reaches every qualified Thai retail and institutional investor on a licensed exchange, with a five-year personal-income-tax exemption on capital gains running through 2029. For a single income-producing asset under ~฿5B, this is a faster, cheaper, broader-distributed path than the bank-led alternatives.
Get in touch

We work with a small number of issuers at a time.

If you own a ฿500M+ income-producing asset and want a discreet, no-commitment conversation about how it could be structured, write directly to a partner.

Talk to a partner.

Mandates accepted on a quarterly basis. Discussions are confidential and non-binding.

partners@omnigenesis.com

Sectors of focus: real estate, energy, hospitality, infrastructure, ESG, debt-like tokens. Below ฿500M, we are happy to refer.