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Taiwan Stock Exchange Corporation Procedures for the Exchange of Securities Certificates by TWSE Listed Companies  CH

Amended Date: 2011.12.14
Article 1     A company whose securities are listed for trading on the TWSE centralized securities market, when exchanging securities certificates, shall comply with applicable regulations, the TWSE operating Rules, and these Procedures.
Article 2     A TWSE listed company that exchanges securities certificates shall do so in accordance with the following procedures:
  1. It shall, pursuant to Article 45 of the TWSE Operating Rules, apply for a change of the content of the TWSE listed securities by submitting by letter to the TWSE the documents including the Application for Amending the Listed Securities Register, documentary proof of company amendment registration, the Plan for Exchange of Securities Certificates, sample copy of the new securities certificates, or written undertaking, provided that if it is acting pursuant to Article 168-1 of the Company Act, it may supplement the documentary proof of company amendment registration after carrying out amendment registration with the Ministry of Economic Affairs.
  2. The TWSE listed company shall, before the date the books are closed on changes to the shareholders register, and within the time period required under Article 46, paragraph 1 of the TWSE Operating Rules, submit the relevant documentation to the TWSE by letter and report it on the information reporting website designated by the TWSE.
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Article 3     The Plan for Exchange of Securities Certificates under the preceding Article shall clearly set forth the following matters:
  1. The period of book closure on transfers of the old securities shall be from 5 to 10 days. However, this restriction shall not apply if there is a necessity to extend the book closure period under the circumstances set forth in Article 168-1 of the Company Act, or as otherwise approved by the TWSE.
  2. The period of book closure for a capital reduction due to a demerger shall be from 5 to 20 days.. However, if after the capital reduction, the change in authorized capital results in amendment registration procedures that extend to other registration agencies authorized by the competent authority for the handling of registration matters, the period of book closure at most may not exceed 25 days.
  3. In the event that the rights and obligations of the new securities and the old securities are different due to a capital reduction or another reason, a date shall be set for cessation of the trading of the old securities on the market. That date shall be the second business day before and counting from the book closure date for the transfer of the old securities.
  4. The record date for the exchange for new securities shall comply with Article 165 of the Company Act. That date shall be the 5th day counting from the book closure date for the old securities.
  5. The date of the listing for trading of new securities, and the date of delisting of the old securities shall be set on the same date.
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Article 4     These Procedures, and any amendments hereto, shall be implemented following submission to and approval by the competent authority.