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Relevant Laws

Title:Taiwan Stock Exchange Corporation Rules Governing Review of Securities Listings (2023.09.05)
Article 8     Where an issuing company merely applies with the TWSE for listing its common stock or any type(s) of preferred shares, the amount of paid-in capital required under Article 4, 5, 6, 6-1, 16 or 20-2 hereof shall be calculated on the basis of the total issue of all shares to be listed. In respect of the dispersion of share ownership, the number of registered shareholders and the ratio between the number of shares held by them and the total number of issued shares shall be computed and determined in accordance with the respective types of the stock to be listed.
    Where an issuing company applies for listing its common stock along with any type(s) of preferred shares, the total amount of issue of the common stock to be listed shall at least meet the paid-in capital as required by Article 4, 5, 6, 6-1, 16 or 20-2, and that of any type of preferred shares to be listed shall be NT$300 million or more with 30 million or more shares of such type issued. Each type of the stock to be listed shall meet the criteria governing the dispersion of share ownership.
    With respect to the criteria governing the dispersion of share ownership for the listing of any type(s) of preferred shares under the preceding two paragraphs, the requirement of 500 or more registered shareholders shall be met, and the combined total number of shares held by all the registered shareholders, excluding company insiders and any juristic persons in which such insiders hold more than 50 percent of the shares, shall account for 20 percent or more of the total issued shares of each type of preferred stock or be at least 10 million shares.
Article 28-10     A foreign issuer applying for TWSE primary listing of its stock shall first allocate at least 10 percent of the total number of shares that are to be listed to a cash capital increase through a new share issue after deducting the number of shares retained for employee purchases as provided in the articles of incorporation, then engage a securities underwriter to conduct a pre-listing public sale of those shares under mutatis mutandis application of the provisions of the Securities and Exchange Act, Article 71, paragraph 1 regarding securities underwriting on a firm commitment basis, provided that where this would require the allocation of 20 million shares or more for underwriting, the company may allocate a minimum of 20 million shares for public sale.
    The total number of shares retained for employee purchase referred in the preceding paragraph may not exceed 15 percent of the total number of new shares issued.
     The requirements of paragraph 1 regarding a percentage of shares to be allocated shall not apply to a TPEx primary listed company that is applying for TWSE primary listing if the company, because of non-compliance with the share ownership dispersion standards in Article 28-1, paragraph 1, subparagraph 5 of these Rules, must retain a securities underwriter to conduct a pre-listing public sale of shares to deal with the amount of the shortfall in share ownership dispersion.