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Principles for Review and Approval of Institution in Continuing Education System under Directions for the Implementation of Continuing Education for Directors and Supervisors of TWSE Listed and TPEx Listed Companies  CH

Announced Date: 2021.11.05 
Categories: Corporate Governance
1     To ensure quality of continuing education received by directors and supervisors, these Principles for Review and Approval of Institution in Continuing Education System are established in accordance with Article 6 of the Directions for the Implementation of Continuing Education for Directors and Supervisors of TWSE Listed and TPEx Listed Companies (the "Continuing Education Directions").
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2     An entity shall meet the following qualifications and requirements to become an institution recognized by the Taiwan Stock Exchange Corporation and Taipei Exchange in accordance with Article 6 of the Continuing Education Directions:
  1. A non-profit association in existence for two or more years, or a foundation approved for establishment by the competent authority, with training courses of a total of more than 100 hours during the most recent two years, covering subjects of finance, risk management, business, commerce, legal affairs, accounting, corporate social responsibility (sustainable development) relating to corporate governance, or internal control system and financial reporting responsibility.
  2. Has not been subject to any adverse decision ordering a correction or more severe action by the competent authority or the competent authority for the entity in question in the most recent three years.
  3. Has not been disqualified to provide professional trainings to accounting officers, pre-service and on-the-job trainings for internal auditors, continuing education for directors and supervisors, or education relating to financial services by the competent authority, the Taiwan Stock Exchange Corporation or Taipei Exchange in the most recent three years.
  4. Has its own training facility and its related equipment has met the requirements and regulations of building safety, fire escape and evacuation, and fire protection, and has obtained the certificate of occupancy valid for one or more years. In case where the facility leased from a third party is used, the facility should also meet the requirements and regulations of building safety, fire escape and evacuation, and fire protection.
  5. Employs one or more full-time staff members in charge of training matters.
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3     An entity applying to be recognized as a continuing education institution for the first time shall send a letter, together with the following documents, to the Taiwan Stock Exchange Corporation and Taipei Exchange for review:
  1. Application for recognition of continuing education institution (in the form as in Attachment 1).
  2. One photocopy of establishment registration certificate of the continuing education institution.
  3. One photocopy of the institution's annual income tax returns for the most recent year.
  4. Photocopy of the full-time employee's Labor Insurance card or employment verification document.
  5. One photocopy of the Notice of Result of Building Fire Protection and Evacuation Facility and Equipment Safety Inspection Declaration, valid for the current year, issued by the building regulations or public works department of local government.
  6. One photocopy of the Receipt Copy of Fire Fighting Safety Equipment Inspection and Repair Declaration, valid for the current year, issued by the fire department of local government.
  7. One photocopy of the certificate of occupancy valid for one or more years for the training facility (e.g. title deed or lease agreement).
  8. Education rules and policies.
  9. Materials of training programs provided in the previous two years and the current year, including program name, program agenda, instructor's academic background and experience, sessions held, hours of courses, and total numbers of participants.
  10. Work plan for programs scheduled to offer within a year, including but not limited to program name, program agenda, dates and hours of courses, and instructor's academic background and experience.
4     If there is any change to the matters in Point 3, except for the institution's annual income tax returns for the most recent year under paragraph (3), the institution should notify the Taiwan Stock Exchange Corporation and Taipei Exchange of the change within one month of the change. If it fails to report its change or the change makes it unqualified under the Review Principles, its recognition as continuing education institution may be revoked.
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5     An instructor teaching at the continuing education institution shall have one of the following qualifications:
  1. Has one or more years of teaching experiences at local or foreign college or higher educational institution in subjects of finance, risk management, business, commerce, legal affairs, accounting, corporate social responsibility (sustainable development) relating to corporate governance, or internal control system and financial reporting responsibility.
  2. Has three or more years of working experience as a corporate governance officer or a relevant position in a TWSE/TPEx listed company.
  3. Has a master or higher degree of local or foreign graduate school in the department where subjects such as finance, risk management, business, commerce, legal affairs, accounting, corporate social responsibility (sustainable development) relating to corporate governance, or internal control system and financial reporting responsibility are taught.
  4. Holds a managerial position or has three or more years of working experience in the financial competent authority responsible for securities, futures, banking and insurance.
  5. Holds the certificate of qualification passing the examination for local or foreign public certified accountants, judges, prosecutors or lawyers, or the certificate of international internal auditor.
6     A recognized continuing education institution shall report the work plan for the programs scheduled for the following year including program name, program agenda, dates and hours of courses and instructor's academic background and experiences to the Taiwan Stock Exchange Corporation and Taipei Exchange before the end of October of a year.
    If there is any inconsistency between the work plan for the programs schedules for the following year and the programs to be provided, information about the modified program details shall be reported to the Taiwan Stock Exchange Corporation and Taipei Exchange before the program is provided.
    A recognized training institution shall submit the information about the programs provided in the previous year, including program name, program agenda, dates and hours of courses, total number of participants, and instructor's academic background and experiences, to the Taiwan Stock Exchange Corporation and Taipei Exchange by the end of February of the following year.
    If information reported by an institution in accordance with the preceding three paragraphs is inconsistent with the requirements of these Review Principles, the Taiwan Stock Exchange Corporation and Taipei Exchange may revoke its recognition of continuing education institution.
7     A recognized continuing education institution shall properly keep the written documents of attendance records, including date of first session, program name, hours of courses, and list of participants completing the program, and check-in/check-out records for review, and shall diligently ensure protection of participants' personal information in accordance with the Personal Information Protection Act.
    Online courses must meet the following requirements:
  1. There are measures that effectively ensure full attendance of participants throughout the session, and there are methods that adequately prove actual check-in and check-out. There should be post-program tests and test results should be kept.
  2. A participant must complete check-in/check-out and receive a qualified score at tests to have their hours of continuing education accepted. The period of retention in the first subparagraph shall be three or more years.
8     These Review Guidelines shall come into force on 1 January 2022.
    A continuing education institution filing an application before end of April 2022 may submit its training plan for the current year. After it has been recognized as a continuing education institution, the program it provides in 2022 may be included in the hours of continuing education for the current year.