Michael Ramirez, a counsel in Tilleke & Gibbins’ dispute resolution department, has contributed an article to a series on contractual terms in Asia from the Asian Business Law Institute. Previous articles in the series have looked at administrative and tax requirements and contract breach and remedy under Thai law. The article gives an overview of how extracontractual liabilities are treated under Thai law. It addresses issues related to contract negotiations, no-reliance clauses, entire agreement clauses, and concurrent liability. ABLI, which is based in Singapore, conducts legal research and dissemination in order to provide knowledge, guidance, and recommendations surrounding development of legal systems in Asia. The full article on extracontractual liabilities is available as a PDF through the button below.

Introduction The idea of the metaverse rose to prominence in the public discourse in 2021, most notably when Facebook renamed itself Meta and announced a new focus on launching a virtual, immersive world. The initial excitement around the metaverse has since faded, with worsening economic conditions having a particularly acute effect on companies in the technology sector. When Meta CEO Mark Zuckerberg announced in March 2023 that artificial intelligence (AI) was the company’s “single largest investment,” many took this as a sign of the company shifting focus away from the metaverse. However, there remains significant interest in the metaverse from both businesses and consumers. Zuckerberg himself reaffirmed Meta’s focus on the metaverse, highlighting how developments in AI will improve virtual reality (VR) and augmented reality (AR) technology. Meanwhile, Roblox, a metaverse gaming platform, announced that in Q1 2023, its number of daily active users had increased to 66 million. Most recently, the announcement by Apple of its new ‘Vision Pro’ AR headset is reported to have renewed interest in the metaverse among developers. A particular area of interest in the developing metaverse is digital fashion and retail. In its Metaverse Fashion Trends Report 2022, Roblox found that nearly three in four users aged 14 to 24 spend money on digital fashion items. Roblox itself has partnered with fashion brands Burberry, Gucci, Tommy Hilfiger, and others, to offer experiences and items for use on the platform. In March 2023, Decentraland, a metaverse platform with a decentralized governance structure, hosted the Metaverse Fashion Week, featuring brands such as Adidas, Coach, and DKNY. As businesses continue to invest and look for opportunities to expand into the metaverse, whether through traditional e-commerce or more innovative digital asset offerings, it is important that they consider the ways in which new and existing laws apply

Laos has expanded its registration requirements for importers and exporters by mandating additional registration and financial procedures. Bank of Lao PDR (BOL) Decision No. 677, which was issued on July 24, 2023, requires importers and exporters to register with the BOL and to open a dedicated commercial bank account for their import-export business activities. These requirements are in addition to the May 2023 stipulation ordering importers and exporters to register with the Ministry of Industry and Commerce (MOIC). Registration and Account Opening After registering with the MOIC and receiving their MOIC registration certificate, importers and exporters have 10 days to register with the BOL. Within five working days of receiving a complete application, the BOL will issue a registration notification, after which the importer or exporter has 10 days to present its BOL registration certificate and the required supporting documents to a commercial bank for opening the specified bank account. Banking Requirements and Supporting Documents Payment for goods and services made or received from abroad by importers and exporters must take place via electronic wire transfer via the dedicated bank account opened specifically for import-export activities. The importer must provide the commercial bank with various required documents as evidence for each transaction. Likewise, exporters’ receipt of payment from abroad via bank transfer must take place using the bank account opened for import-export activities within the timeline specified in the sale-purchase agreement, but not exceeding 180 days from the export date. After receiving payment from abroad, the exporter must provide copies of various payment-related documents to the commercial bank. Exporters that wish to use any of this income to repay a loan must submit an application and supporting documents to the BOL for approval. The BOL will decide on the application within 10 working days of receiving the complete application

Self-reporting of customs violations in Thailand is normally carried out at the ports. However, in 2020, the Customs Department launched a campaign called the One Stop Service Program (OSSP) for business operators to self-report issues relating to unpaid customs duty from a central location in Bangkok. The current extension of the OSSP, which has been extended several times over the past few years, is due to expire on September 30, 2026, although a further extension seems likely. The OSSP offers a number of benefits. As noted above, settlement of unpaid duties can be done centrally in Bangkok even though the customs clearance itself is performed at Thai ports. Crucially, the fine for unpaid duty can be waived or reduced, and there is no late-payment penalty, which would normally amount to 20% of the unpaid duty if there is an official assessment and the duty is not paid within 30 days. The surcharge is reduced from 1% to 0.25%–0.75% per month on the unpaid duty. Nevertheless, any value-added tax (VAT), VAT surcharge, and VAT penalty on the unpaid duty still apply. To participate in the OSSP, the following conditions must be met: The offense must be considered a false declaration charge (Section 202 of the Customs Act), such as one involving value, price, tariff code, tariff rate, privileges, or other similar issues. The business operator must have committed the offense without intending to evade duty or restrictions. The goods must not be prohibited or infringe intellectual property. The declarations must not be under investigation by any authority in Thailand. Applications to participate in the OSSP can be submitted to the Post-Clearance Audit Division of the Customs Department, and applicants must provide the necessary documentation, such as customs declaration forms, invoices, purchase orders, sales contracts, and other payment documents. The officers