FAQs
IPO

Name of the Offeror : SIRISOFT PUBLIC COMPANY LIMITED
Type of Securities Offered : Ordinary Share Capital Increase of the Company
Number Issued and Offered : Not more than 40,000,000 ordinary share capital increase, representing no more than 25 percent of the total issued and paid-up ordinary shares following this offering
Par Value : 0.50 baht per share
Offering Price per Share : 16.00 baht
Total Value of Shares Offered : 640.00 million baht
Subscription Period : 2 – 4 October 2023
Other Conditions : --None-


นโยบายการไม่ขายหุ้นและจำกัดการโอนหุ้น ipo

According to the announcement of the Securities and Exchange Commission regarding the registration of securities, disclosure of information, and delisting of securities in the "Market for Alternative Investment (MAI)" for the year 2020, Section 3, which prohibits executives or shareholders and related persons from selling shares and securities within a specified period, and other related regulations, the company is required to prohibit shareholders who held shares before the company offers shares to the public, or securities that may be converted into shares, in a total amount equal to 55 percent of the paid-up capital after this offering of additional ordinary shares, from selling within a period of 1 year from the date the company's shares begin trading on the MAI market. After 6 months from the date the company's shares are traded on the MAI, the prohibited shareholders can gradually sell 25 percent of the total number of shares that have been prohibited from selling, or they can sell the remaining 75 percent once the 1-year period is complete.

Furthermore, the existing shareholders of the company have voluntarily agreed to lock up their shares by signing a Share Transfer Restriction Agreement (Lock-up Agreement), in which they will not sell the shares they hold, in addition to the shares that are prohibited from being sold under the requirements of the Securities and Exchange Commission, for a period of 1 month from the date the company's shares are traded on the Securities Exchange. This amounts to a total of 32,000,000 shares, which is 20.00 percent of the total number of shares after the first public offering of ordinary shares to the general public.

Details the shareholding before and as of the date of the public share offering on October 10, 2023, according to the table below:

Shareholders Details
Before the Public Offering As of the Public Offering
Date October 10, 2023
Number of Shares Percentage Number of Shares Percentage
1. Mr. Siriwat Thanurawet Group 118,800,000 99.00 % 118,800,000 74.25 %
1.1 Mr. Sirivat Thanurawet 117,600,000 98.00 % 117,600,000 73.50 %
1.2 Miss Suthasinee Charoennam 1,200,000 1.00 % 1,200,000 0.75 %
2. Mr. Nattapon Tanatachawong 1,200,000 1.00 % 1,200,000 0.75 %
Total Number of Shares 120,000,000 100.00 % 120,000,000 75.00 %
Number of Shares Offered at the Discretion of the Securities Underwriter - - 40,000,000 25.00 %
Total Number of Shares After the Securities Offering 120,000,000 100.00 % 160,000,000 100.00 %


**** Remark

Miss Suthasinee Charoennam is the spouse of Mr. Siriwat Thanurawet



Mr. Siriwat Thanurawet, Chief Executive Officer and founder, proceeded to purchase an additional 1,100,000 SRS shares on October 11, 2023, resulting in the changed shareholding structure detailed below.

Shareholders As of 11 October 2023
Number of Shares Percentage
1. Mr. Siriwat Thanurawet Group 119,900,000 74.94 %
1.1. Mr. Siriwat Thanurawet 118,700,000 74.19 %
1.2. Miss Suthasinee Charoennam 1,200,000 0.75 %
2. Mr. Nattapon Tanatachawong 1,200,000 0.75 %
Total Number of Shares held by founders 121,100,000 75.69 %



Regarding the volatility in the company's security prices, which have undergone significant changes, the Company has not engaged in any business operations that negatively affect the security prices. The Company believes that such volatility arises from various market conditions and external factors beyond the Company's control.

However, the Company assures its shareholders and the public of its commitment to long-term business strategies. The Company operates according to its business plans to ensure continuous growth. The volatility of the Company's stock prices and stock market conditions do not affect the company's operational plans and performance. The Company's management, including its founders, is steadfast in developing the business for sustained growth.

The Company's financial status is based on strong fundamentals. The Company has not utilized borrowed capital, and it has seen continuous growth in revenue and profits. After becoming a publicly listed company, it has followed its expansion plans as outlined in the Securities Offering Statement (Form 69-1) and the prospectus. This includes enhancing its readiness to take on more work, improving project efficiency, maintaining the quality of work delivered to clients, supporting national policies and plans for digital development for the Thai economy and society, and widely implementing Digital Transformation in various organizations. This approach addresses the growing market demand and strengthens the company's performance for robust and sustainable growth.

Sirisoft Public Company Limited is committed to sustainable growth for the benefit of all stakeholders. If there are any significant developments affecting the company's operations, we will inform investors and strictly comply with the regulations of the stock market and relevant authorities.



The Company aims to use the approximately 614.7 million baht raised from the securities offering and would like to report the utilization of proceeds from IPO as of December 31, 2023 as follows:

(Units : Million Baht)

Objectives of the use of proceeds Approximate Utilization Plan Accumulated use of proceeds
between October 5 to December 31, 2023
Remaining Proceeds
1. Development and improvement of software for internal organizational use 20.00 0.38 19.62
2. For working capital
2.1 Used as working capital for recruiting and developing personnel in software development, including expanding office space to enhance service capability, classified as:
- Expenses for recruiting and developing personnel 180.00 33.14 146.86
- Rent or expenses incurred from the rental of office space 70.00 3.90 66.10
- Office space renovation 30.00 11.93 18.07
2.2 For working capital in business 314.70 101.11 213.59
Total 614.70 150.46 464.24



About our Company

The start of Sirisoft arose from the queries of the High Code software developers, who wondered how to enhance the efficiency and speed of software production and solve recurring problems. Especially in the modern world where there's insufficient time for the limited number of software developers to meet the demand for software, particularly in the business world undergoing digital transformation and disruption. Thus, we sought answers and discovered DevOps, a new culture in software production that bridges speed and quality. This was combined with the Microservices architecture, which facilitates easier software production and maintenance, and is adaptable to changes. Moreover, Sirisoft leverages its expertise in High Code, blending it with this new culture and architecture, to evolve as an information technology service provider, ready to offer consultancy and produce quality software for clients, growing efficiently and effectively in Sirisoft's unique way.



Sirisoft offers consulting and develops information technology systems for organizations with expertise in designing, developing, and maintaining systems through a DevOps (Development & Operations) approach. This involves a blend of cultural ideas, practices, and various tools that enhance an organization's ability to deliver systems or software and services quickly and more efficiently than traditional system development and infrastructure management processes. Additionally, the Company specializes in developing systems or software using a Microservices architecture, which further speeds up system or software development. This helps improve efficiency in troubleshooting internal system issues and makes maintenance and monitoring easier, resulting in developed systems that operate efficiently, deliver on time, and meet customer requirements.

The Company has one subsidiary, SRS Integration Limited ("SRSI"), which provides consultancy in IT system security and develops advanced cyber security systems. It offers IT personnel services and comprehensive related services.



DevOps, derived from Development & Operations, is typically a tool that facilitates the continuous development and improvement of software production. However, at Sirisoft, greater importance is placed on using DevOps in the context of organizational culture. It emphasizes the continuous growth and nurturing of people through creating a community that blends the essence of Thai organization with professionalism. Data is used as a central medium in operations, allowing all related parties to access necessary information through data sharing. This includes working on the same plan and using the data for analysis, identifying bottlenecks, and continuously improving and resolving issues in a DevOps manner. The Company employs DevOps in management, both in software production and in developing quality personnel for the Thai information technology sector, contributing to the continuous growth of Thailand's IT industry, in line with our organization.



Microservices refer to a software architectural style that focuses on decomposing work into smaller, distinct functions, each with clear functionalities, interconnected through API development, and grouped according to the nature of the tasks. This approach enables faster software production and easier updates without the need to shut down the system every time there's a development. For example, in an online shopping application, we can develop and test connections in parts, working on each piece individually. This allows for quick adaptation to changing business needs, such as 7.7 or 8.8 promotions, where features and functions can be developed and integrated without the need to test the entire system or worry about large-scale impacts.



Low Code is a form of software development that utilizes utilities to assist in writing uncomplicated programs. This reduces the need for specialists in the development process and allows for the quick creation of simple software. However, a disadvantage is that when bugs or problems arise, they can be difficult to fix because the software is not entirely written by the developers themselves, making it harder to identify and address issues when software needs to be improved.

No Code is a method of software development that uses AI to help create programs without the need to write code. It relies on the ability to instruct AI to perform tasks. This approach may offer less flexibility compared to the demands of most businesses today. Moreover, because it relies on utilities created by others, integrating with other systems can be challenging due to language and technological limitations.

High Code involves software development through writing code, allowing for the creation of programs exactly as the customer desires. This can include complex software or software that needs to connect with increasingly numerous surrounding systems, sometimes using different technologies. It requires more flexible analytical thinking to accommodate the detailed requirements of a business or to expand systems. High Code is Sirisoft's area of expertise and has grown alongside the development of this type of software.

In the initial phase of the Company's establishment, the majority of customers were startups, as they required rapid development and swift changes. Later on, enterprise clients began to show interest in Sirisoft's development capabilities and technologies. This led to opportunities for Sirisoft to present its work and develop business applications for them, which has now become the main source of revenue for the organization. Currently, the Company extensively develops digital transformation systems for various organizations, choosing software that supports work and developing systems in line with customer needs. The customer base includes groups from Banking and Finance, Retail, Enterprise, and government sector projects.



Financial

The Company's Recurring Revenue consists of income from maintenance services, software licensing sales, and IT personnel outsource services.




The Company does not have any borrowed funds. The interest-bearing debt found in the financial statements is related to lease liabilities for office space, in accordance with the Thai Financial Reporting Standard (TFRS) 16 accounting recording.






Others

The Company has experienced continuous growth due to increasing demand for IT services in the market and by providing quality services with skilled personnel, delivering quality work on time. This has led to repeat purchases from existing customers and also new sales from referrals by existing customers. Additionally, the Company has seen a continual increase in its proportion of Recurring Income. This, coupled with the Thai government's national policies and plans for digital development for the economy and society, which set the direction for sustainable country development using digital technology, has led many organizations to start adapting and increasing their Digital Transformation efforts.

Referring to research from Gartner, Inc., a leading global research and advisory firm, IT spending in Thailand in 2022 is estimated at 890 billion baht, an increase of 4.4% compared to 2021. For 2023, Gartner forecasts that IT spending in Thailand will be valued at 930 billion baht, an increase of 4.2% from 2022, as reflected in the table below. This shows an increasing market demand for IT.

Item 2022 2023
Value of Expenditure
(million baht)
Growth
(%)
Value of Expenditure
(million baht)
Growth
(%)
Data Center Systems 26,023 20.7 27,461 5.5
Enterprise Software 69,813 15.1 80,193 14.9
Device Equipment 205,386 (4.1) 195,687 (4.7)
IT Services 98,974 9.9 109,306 10.4
Communication Services 496,761 5.0 522,239 5.1
Total IT Investment Value 896,958 4.4 934,886 4.2

* Source : Gartner January 2023



With the Company's professional and high-quality services, which focus primarily on consultation and understanding the needs of customers, clients continue to use our services. However, the demand for services from our company in the industry remains high and is continuously increasing. Therefore, the company plans to expand and develop its team to efficiently meet customer needs, ensuring comprehensive and timely service and maintenance. Furthermore, the company pays close attention to maintaining customer confidence and promoting continuous service use. If customer demand increases further, the company is prepared to enhance its resources to effectively support long-term customer needs and grow continuously alongside them.