Laws Information

法規資訊
Title: Taipei Exchange Rules Governing the Review of Emerging Stocks for Trading on the TPEx
Am Date: 2018-05-14
Legislative History: Attachments 1 and 1-1 of Article 14 amended per 14 May 2018 Public Announcement No. Securities-TPEx-Examination-10701005502 of the Taipei Exchange; for implementation from the date of public announcement

Transaction

Amended

Article 6
A domestic issuer meeting the following requirements may apply to register its stock for TPEx trading:
1. It is a public company, or it simultaneously files for retroactive conducting of public issuance procedures pursuant to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers.
2. It has signed an advisory contracts with securities firms.
3. It has received written recommendations by two or more advisory recommending securities firms, and one of them has been designated as the lead advisory recommending securities firm, and the other(s) as co-advisory recommending securities firm(s), and the lead advisory recommending securities firm has submitted the Financial or Operational Material Event Checklist for the company for the most recent 1 month (hereinbelow, the “Checklist” (Table 1).
4. It shall have engaged a professional shareholder services agent to handle shareholder services.
5. All stocks and bonds that it offers and issues or privately places shall without exception be issued in scripless form.
6. It shall have established a remuneration committee under Article 14-6 of the Securities and Exchange Act and related provisions.
7. It shall have appointed independent directors under Article 14-2 of the Securities and Exchange Act and related provisions.
The professional shareholder services agent referred to in subparagraph 4 of the preceding paragraph shall obtain supporting documents from the Taiwan Depository & Clearing Corporation (TDCC) in evidence of the following:
1. Its personnel and equipment for handling shareholder services all are in compliance with the Regulations Governing the Administration of Shareholder Services of Public Companies.
2. There has been no instance in the preceding 3 years in which, after a TDCC audit, the TDCC has made written suggestions for improvement, and it has failed to make improvements by the deadline.
Securities, futures, financial, or insurance enterprises applying for the trading of their stock as an Emerging Stock shall first obtain an approval letter from the competent authority of the target industry before the TPEx accepts their applications.
Each month the lead advisory recommending securities firms shall obtain materials related to the items listed on the Checklist referred to in subparagraph 3 of paragraph 1 and carry out the monthly audit procedures, truthfully and completely fill in the results of the audit, and compile them into bound volumes together with the relevant working papers.

Article 14
During the period of TPEx trading of Emerging Stock recommended by it, the lead advisory recommending securities firm shall prepare Checklists (see short form Checklist in Table 1 and long form Checklist in Table 1-1) each month in accordance with paragraph 4 of Article 6 or paragraph 3 of Article 7 of these Rules and safekeep them. The TPEx may conduct sampling inspections of the Checklists from time to time.
The lead advisory recommending securities firm shall, by the end of each month file the issuer’s short form Checklist through the Internet information reporting system designated by the TPEx. However, beginning from the 3 months before the issuer’s TPEx listing application, it shall each month file the issuer’s long form Checklist through the Internet information reporting system designated by the TPEx, and submit the relevant materials to the TPEx by letter in writing. The aforesaid requirement of submitting the materials by letter in writing may, beginning from the date of the issuer’s TPEx listing application, be exempted in a given month if it is assessed that there is no material event as listed on the long form Checklist in that month.
The lead advisory recommending securities firm shall immediately file with the TPEx through the Internet information reporting system designated by the TPEx upon the occurrence of any material event listed in the Checklist, and furthermore within 5 days from the filing date shall complete its audit and report its audit findings to the TPEx through the Internet information reporting system designated by the TPEx and by formal letter with the relevant materials attached.