Gulf turns down KBank’s share repurchase request

Kasikornbank’s (KBank) share repurchase programme has drawn market attention following reports that the bank asked its major shareholder, Gulf Development (Gulf) Plc, to refrain from selling KBank shares during the buyback period.

Analysts said the move was intended to ensure compliance with the Bank of Thailand’s rules on ownership limits in financial institutions.

According to multiple market sources, KBank expressed concern that if Gulf — which holds more than 5% of the bank’s shares — were to sell directly to KBank, such a transaction could breach central bank regulations.

Under the central bank’s rules, any shareholder owning more than 5% of a financial institution must obtain approval before selling stock, and these shares cannot be sold directly to the bank itself. Instead, they must first be sold to other investors.

Gulf, however, declined to comply with KBank’s request, saying its investment decisions are guided by a fiduciary duty to act in the best interests of its shareholders. The company clarified in a filing to the Stock Exchange of Thailand (SET) that KBank’s buyback programme does not restrict Gulf’s right to trade its shares.

“As a listed company, Gulf has an obligation to manage its investment portfolio flexibly and in a manner that maximises shareholder value. The investment in KBank is viewed as a high-liquidity asset with low price-to-book [P/BV] and price-to-earnings [P/E] ratios, as well as an attractive dividend yield,” the company stated.

Gulf’s shareholding in KBank recently increased to over 5%, up from 4.53% as of March 13, 2025.

Therdsak Thaveeteeratham, executive vice-president of Asia Plus Securities (ASPS), said KBank’s cautious approach was intended to prevent potential regulatory complications.

“Since Gulf’s investment in KBank is purely financial and it has not appointed any representatives to the bank’s board, KBank’s request was a preventive measure to avoid breaching the Bank of Thailand’s rules. This could set a precedent for other financial institutions to similarly remind major shareholders to exercise caution when participating in buyback programmes,” he said.

Mr Therdsak added that while Gulf has the legal right to sell its shares, it would need to sell them to another investor first if it wished to participate indirectly in the buyback.

An unnamed analyst noted that KBank may also be concerned that Gulf could offload a significant portion of its holdings during the buyback period, potentially depressing the share price and complicating the repurchase process.

“If Gulf refrains from selling, it would make it easier for KBank’s buyback programme to meet its target and deliver clearer benefits to earnings per share [EPS] and return on equity [ROE]. However, if Gulf sells, it could put downward pressure on the stock and raise the bank’s repurchase cost,” the analyst noted.

Analysts also observed that Gulf’s stance suggests it intends to continue benefiting from its investment in KBank — both through dividends and possible strategic collaboration should its stake eventually rise to 10-20% in the future.

“The refusal to comply with KBank’s request reflects Gulf’s intention to maintain flexibility in managing its portfolio for maximum returns. It also underscores a divergence of interests between a major shareholder and the issuing company — both acting within their rights to optimise value,” said another analyst.

According to Maybank Securities, under the buyback budget of up to 8.8 billion baht, KBank is expected to maintain its dividend payout at 10.5-12 baht per share for 2025, representing a dividend yield of around 5.8-6.6%.

Maybank added that the repurchase programme reflects effective capital management and provides an additional form of shareholder return beyond regular dividends.

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