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Taiwan Stock Exchange Corporation Guidelines for Review of Innovation in Application for Listings on Taiwan Innovation Board  CH

Announced Date: 2024.12.16 
Article 1     These Guidelines are established in accordance with Article 4, paragraph 5 of the Taiwan Stock Exchange Corporation Procedures for Review of Securities Listings.
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Article 2     The Taiwan Stock Exchange Corporation (TWSE) shall perform innovation reviews of an application for initial listings on Taiwan Innovation Board (TIB).
    For purpose of these Guidelines, innovation shall refer to consistence with the government’s industrial development strategies, possession of core key technologies, and innovation competency or innovative operation model as described in the main part of paragraph 1 of Article 29 of the TWSE Procedures for Review of Securities Listings.
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Article 3     The TWSE shall select seven innovation review experts from the professional research institutions in the industry where the applicant company is doing business, the competent authority for the enterprise in question, government-funded domestic colleges and universities and industry associations, to be approved by the TWSE president before they issue the review opinions on innovation.
Article 4     When performing their duties, the innovation review experts shall act in a fair and impartial manner and honor the spirit of independence without disclosing any information they become aware of during the review of the application. They shall not be involved in the following circumstances during their office term:
  1. Agree to an offer, accept or purchase with a price in any name the securities issued by the applicant company.
  2. Agree to an offer, demand or accept money or other improper benefits from the applicant or an intermediary.
  3. Accept dinner invitation or entertainment by the applicant company or an intermediary.
  4. Have loans or securities or act as an intermediary for loans or securities with the applicant company outside the normal course of operation.
  5. Benefit themselves or others by directly or indirectly taking advantage of the convenience of reviews of applications.
  6. Provide services or issue any expert opinions to the applicant company.
    The office term of an innovation review expert starts from their acceptance of the TWSE’s appointment offer and continues until the day when the securities listings review committee has resolved on the application. In case of a request for further review after an application has been rejected, the office term shall be extended until a final decision on such further review is made.
Article 5     Innovation review experts shall recuse themselves from review of a case involving in any of the following circumstances:
  1. They or their spouse is employed by the applicant company or an intermediary to perform services on a recurrent basis and receive regular compensations.
  2. They or their spouse is a former employee of the applicant company and their employment was terminated during the past two years.
  3. The company where they or their spouse is working is an affiliate with the applicant company.
  4. They or their spouse is the spouse or relative within the second degree of relationship with the director or manager of the applicant company.
  5. They or their spouse and the applicant company maintain a relationship of joint investment or shared interest.
  6. The company where they or their spouse is working is doing business with the applicant company.
  7. Other direct or indirect interest that would compromise their independence.
    If the event that an innovation review expert recuses him/herself in accordance with the preceding paragraph, the TWSE shall have their replacement in accordance with Article 3.
Article 6     An innovation review expert having questions or concerns about a case they are reviewing shall not directly or indirectly contact the applicant company or an intermediary and shall instead raise the concerns to the TWSE staff responsible for the listing application.
Article 7     Innovation review experts shall reply to the TWSE by clearly indicating agreement or disagreement as to whether the applicant company meets the innovation requirements, accompanied with the reason, within seven days of the TWSE’s delivery of review opinion form and relevant information.
    For an TIB listing application, the consent of five or more innovation review experts is required for the application to satisfy the innovation review standards.
Article 8     Where a TIB listing application is rejected for failing to satisfy the innovation review standards, the applicant company may file an appeal, in which case the TWSE shall forward the appeal reason submitted by the applicant company and relevant information to newly appointed innovation review experts when the provisions of the second paragraph of the preceding article shall apply mutatis mutandis.
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Article 9     These Guidelines shall come into force upon approval of the TWSE president. Subsequent amendments thereto shall be effected in the same manner.