The title of the book is “When Legal Grounds Supersede Moral Righteousness: An Analysis of 25 Questions Surrounding the Takeover of Shin Corp”.

The two authors, who have called themselves “Ma Nok” (foreign horse) and “Dek Nok Krop” (out-of-the-box kid), have analys-ed the Shin deal thoroughly.

“We plan to publish about 10,000 copies of this book, which will be distributed to the public, including independent agencies, NGOs, student bodies, academic institutions and the media, among others,” said one of the sponsors of the book.

“We also plan to distribute the book on February 26 during the rally at Sanam Luang to call for the resignation of Prime Minister Thaksin Shinawatra.”

The book – about 100 pages – seeks to explain in detail the five major issues surrounding the Shin Corp takeover, from legal and moral perspectives. The topics include Temasek’s takeover of Shin, the tender offer, alleged insider-trading violations and information disclosure, Ample Rich Investments and the tax burden of the whole deal.

On the takeover of Shin, the book argues that Temasek’s establishment of several holding companies, such as Kularb Kaew Co Ltd, Cedar Holdings Co Ltd and Aspen Holdings Co Ltd, to enable the takeover was legal – but morally questionable. While technically Shin remains a Thai company, “its heart is already Singaporean”. Representatives of Temasek control preferred shares of these holding companies, which allows them to outvote Thai shareholders for eventual control of Shin Corp.

The authors of the book also question whether Temasek should launch a tender offer for other subsidiaries of Shin aside from just Advanced Info Service (AIS) – such as Shin Satellite, ITV and CS Loxinfo. Legally, Temasek can refrain from making a tender for Shin Satellite, ITV and CS Loxinfo, but morally it should have done so.

Meanwhile, before the Shin deal was announced, the PM’s sister Yingluck Shinawatra is alleged to have unloaded AIS stocks. The book questions whether any of these sales could be considered insider trading. It also notes that while there were rumours all along about the impending Shin sale, the Stock Exchange of Thailand did virtually nothing to halt trading in Shin shares.

On both matters, the authors said there were grounds to question Yingluck for alleged insider trad?ing. The Stock Exchange of Thailand was also accused of dou?ble standards for refusing to act on the rumours of the Shin deal.

All deals involving Ample Rich Investments looked ugly, and bor?dered on legal and moral violations, the book said. Thaksin set up Ample Rich in 1999 and trans?ferred just under 11 per cent of Shin  stocks to this company, incor?porated in the British Virgin Islands tax haven.

The PM said before entering politics he transferred Ample Rich to his son, Panthongtae. But after the Shin shares where put in his name, Panthongtae failed to noti?fy the Securities and Exchange Commission, which requires pub?lic disclosure for any change of more than 5 per cent share owner?ship. Moreover, Panthongtae’s holdings in Shin, when combined with his ownership of Ample Rich, exceeded 25 per cent – which would require him to make an offer for all shares in Shin. But Panthongtae did not report holding more than 25 per cent of the Shin stocks to the exchange authorities.

The Securities and Exchange Commission is now investigating Panthongtae’s and his sister Pinthongta’s relationship with Ample Rich, by requiring them to submit all their documentation. The SEC is expected to conclude its investigation his week, after which Panthongtae is expected to face a fine for violating rules in regard to information disclosure and public tender offers.

The book also covers the Shinawatra and Damapong fami?lies’ transfer of stocks among them?selves between 1999 and 2002 without having to pay tax. This share transfer must be taxed, the book said. Ample Rich’s transfer of Shin stocks to Panthongtae and Pinthongta on January 20 this year at Bt1 a share before the two sold to Temasek for Bt49.25 a share must also be subject to tax, it said.

In the end, the book leaves it to readers to judge for themselves whether the whole Shin deal is legal or morally right. But it is clear the huge deal violates sever?al legal rules and breaches moral standards.