| Article 72 | Where a securities underwriter allocates securities by negotiated sale, the process shall be completed within the underwriting period.
In a case of underwriting of an initial listing on a stock exchange or an OTC market by means of competitive auction, if an award processing fee is collected from the successful bidders pursuant to Article 12, a processing fee of the same percentage shall be collected from the parties with which the underwriter negotiates the sale of the overallotment portion.
A securities underwriter shall require the collecting bank to provide itemized records evidencing payment by subscribers for their securities, and shall keep them on file for five years.
A securities underwriter shall keep allocation records on file for five years. However, the FSC and the Taiwan Securities Association may, as necessary, extend the time period during which such records are required to be kept on file.
|
Info |
| Article 73 | In an underwriting case involving ordinary corporate bonds, financial bonds not involving stock equity, or corporate bonds from which the warrants have been detached, the investors that a securities underwriter is allowed to contact to make a negotiated sale shall be limited to citizens of the Republic of China and parties meeting one of the conditions set out in Article 35, subparagraphs 2 through 6, subject mutatis mutandis to the provisions of Article 36, subparagraphs 7 and 8.The list set out in subparagraph 7 thereunder shall be limited to the underwriting syndicate's juristic-person directors, juristic-person supervisors, and juristic-person shareholders owning more than 10 percent of the company's shares. If the prospective buyers are limited only to professional investors as defined in the Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds, it is allowable for the prospective buyers to be the underwriting syndicate's juristic-person directors, juristic-person supervisors, and juristic-person shareholders holding more than 10 percent of the company's shares. However, the terms of issuance accorded to them may not be more more favorable than those accorded to other prospective investors of the same category.
In an underwriting case involving an offering of beneficial interest securities by a trustee institution or a public offering of asset-backed securities by a special purpose company, the types of investors that a securities underwriter is allowed to contact to make a negotiated sale shall be limited to citizens of the Republic of China and parties meeting one of the conditions set out in Article 35, subparagraphs 2 through 6, subject mutatis mutandis to the provisions of Article 36, subparagraphs 7 and 8; provided, however, that the list set out in subparagraph 7 thereunder shall be limited to the underwriting syndicate's juristic-person directors, juristic-person supervisors, and juristic-person shareholders owning more than 10 percent of the company's shares.
In an underwriting case involving the beneficial interest securities of a real estate investment trust, the types of investors that a securities underwriter is allowed to contact to make a negotiated sale shall be subject mutatis mutandis to the provisions of Article 35 and Article 43-1, paragraph 1, subparagraphs 15 and 17.
In an underwriting case involving call (put) warrants, the types of investors that the warrants may be sold to shall be subject to the provisions of the Taiwan Stock Exchange Corporation Rules Governing Review of Call (Put) Warrant Listings as well as the Taipei Exchange Rules Governing Review of Call (Put) Warrants Traded on Over-the-Counter Markets.
In an underwriting case involving an initial listing on a stock exchange or OTC market of either shares in common stock where the overallotment is handled by means of negotiated sale, the provisions of Articles 35 and Article 43-1, paragraph 1, subparagraphs 8 to 15 and 17 shall apply mutatis mutandis with respect to the parties that a securities underwriter is allowed to engage in the negotiated sale process.
|
Info |