Chapter 4 Investing in Overseas Corporate Bonds |
| Article 24 | With respect to their holdings of overseas corporate bonds (issued or privately placed by an issuer) to which conditions attach that allow for conversion or subscription to stock, overseas Chinese and foreign nationals may, in accordance with the terms of issuance and conversion or subscription, request to receive securities issued by an issuer (either through bond conversion or the exercise of subscription rights).
An overseas Chinese or foreign national holding overseas corporate bonds privately placed by an issuer shall not request to exchange the bonds or subscribe to the stock of another listed or OTC company in accordance with the terms of issuance and conversion or subscription until at least 3 years from the date of delivery of such privately placed overseas corporate bonds.
Where an overseas Chinese or foreign national holding privately placed overseas corporate bonds converts the bonds (or exercises subscription rights attached thereto) to acquire securities issued by an issuer, and stock dividends or new shares are subsequently distributed out of earnings or capital reserves, the shares thus received by such person shall not be sold on the domestic market until at least 3 years after the privately placed overseas corporate bonds have been delivered and the issuer has filed a supplemental public issuance with the FSC.
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| Article 25 | Articles 16 to 18 and Articles 21 to 23 shall apply mutatis mutandis where an offshore overseas Chinese or foreign national exchanges, converts into, or subscribes to the securities of an issuing company pursuant to the preceding article.
Articles 10 and 19 shall apply mutatis mutandis where an overseas Chinese or foreign national exchanges, converts into, or subscribes to the securities of an issuing company pursuant to the preceding article; provided, however, that the provisions of said articles shall not apply to overseas Chinese or foreign nationals that have received approval or registration to invest in domestic securities.
Where overseas Chinese or foreign nationals act before the 27 June 2003 amendments to these Regulations enter into force to open a dedicated account for the conversion of overseas convertible corporate bonds in accordance with regulations, after submitting the necessary documentation they shall apply to the TWSE, to process a transfer of assets.
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| Article 26 | Overseas Chinese and foreign nationals may apply for exchange settlement of distributions received for securities obtained under Article 24, and of proceeds obtained from the sale of such securities.
Overseas Chinese and foreign nationals may apply for exchange settlement, in one lump sum, of proceeds obtained from any allocation of residual assets of the company issuing the corporate bonds.
Overseas Chinese and foreign nationals applying for exchange settlement pursuant to the preceding two paragraphs shall comply with the applicable foreign exchange acts and regulations.
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| Article 27 | Where an overseas Chinese or foreign national exchanges, converts into, or subscribes to the securities issued in the ROC by an issuing company under Article 24, the inward remittance of funds deemed to be investment capital shall be entered into the accounts set forth under Article 22; within 5 days this information shall be reported to the competent authority for foreign exchange business, and shall at the same time be provided to the TWSE for registration.
Where an inward remittance contemplated under the preceding paragraph is made, the amount thereof shall be added to the total figure for investments already made in domestic securities by the investor.
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| Article 28 | Overseas Chinese and foreign nationals that have obtained stock shares pursuant to Article 24 may subscribe to new shares in accordance with the applicable provisions of the Company Act when the issuing company in which they have invested carries out a cash capital increase, and may apply for inward remittance of the funds necessary for such subscription.
Overseas Chinese and foreign nationals making inward remittances of funds for share subscriptions pursuant to the preceding paragraph shall do so in compliance with the applicable foreign exchange acts and regulations.
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