Section II Sub-Distributors |
| Article 18 | The master agent may mandate an approved SITE, SICE, securities broker, bank, trust enterprise, or institution approved by the FSC, to be a sub-distributor for offshore funds to handle the offering and sale of the offshore funds.
Trust enterprises or securities brokers acting as an offshore fund sub-distributor pursuant to these Regulations may enter into non-discretionary trust of money agreements or foreign securities brokerage agreements with their investors for such purpose.
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| Article 19 | A sub-distributor shall meet the following requirements:
1. Have net worth per share of not less than par value according to the most recent CPA audited and certified financial report; if it issues shares with no par value, the net worth per share shall be not less than NT$10. However, this requirement shall not apply if it has obtained its business license for less than 1 full fiscal year, or if it is a bank whose ratio of regulatory capital to risk-weighted assets for the most recent year satisfies the provisions of Article 5 of the Regulations Governing the Capital Adequacy and Capital Category of Banks.
2. Have not within the past 2 years been subject, due to its operation of offshore fund, securities investment trust fund, or futures trust fund business, to any disposition under Article 103, subparagraphs 2 to 5, of the Securities Investment Trust and Consulting Act, Article 66, subparagraphs 2 to 4, of the Securities and Exchange Act, Article 100, subparagraphs 2 to 4, of the Futures Trading Act, Article 44, subparagraphs 1 to 3 of the Trust Enterprise Act, or Article 61-1, paragraph 1, subparagraphs 1 to 8 of the Banking Act, or Article 12-1, paragraph 1, subparagraphs 2 to 5 of the Financial Consumer Protection Act. However, this restriction does not extend to a disposition by the FSC ordering dismissal of personnel or where there is already concrete improvement in the circumstances regarding its violation and such improvement is recognized by the competent authority.
3. Have associated persons to handle the offering and sale who meet the qualifications for associated persons prescribed in the Regulations Governing Responsible Persons and Associated Persons of Securities Investment Trust and Consulting Enterprises.
4. Have such other qualifications as may be prescribed by the FSC.
Subparagraph 1 of the preceding paragraph does not apply to trust enterprises and securities brokers engaging in the business of investing, on behalf of customers, in offshore funds under non-discretionary trust of money agreements or foreign securities brokerage agreements prior to the issuance of these Regulations.
Where an associated person was already engaging in the business of investing, on behalf of customers, in offshore funds at a trust enterprises under non-discretionary trust of money agreements or at a securities broker under foreign securities brokerage agreements prior to the issuance of these Regulations, and such associated person does not meet the qualifications prescribed in these Regulations, the person shall take corrective measures within 1 year from the date of issuance hereof; if the corrections have not been completed within that period, such person may not engage in business related to offshore funds. |
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| Article 20 | A sub-distributor shall handle the following matters:
- Deliver relevant information such as investor information summaries and Chinese translations of prospectuses to investors;
- Assist in the resolution of investor disputes and handle matters related to the protection of the rights and interests of investors and all notification matters, in events where the sub-distributor is not at fault;
- Other matters as provided by law, regulations, or FSC provisions.
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| Article 21 | If a sub-distributor ceases to handle the business of offering and selling offshore funds, it shall immediately notify the master agent.
After ceasing to handle the business referred to in the preceding paragraph, the sub-distributor shall assist investors in handling subsequent redemption, switch, or other relevant matters relating to the offshore funds until another offshore fund sub-distributor takes over the business.
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| Article 22 | Mandating of a master agent by an offshore fund institution and mandating of a sub-distributor by the master agent shall be done in writing.
The required content of master agent agreements and sub-distributor agreements executed for mandates under the preceding paragraph described above, and any subsequent amendments thereto, shall be drafted by the SITCA and ratified by the FSC.
A sub-distributor agreement may be executed jointly among the sub-distributor, the offshore fund institution, and the master agent.
When offering and selling offshore funds under these Regulations, master agents and sub-distributors may not waive by contract any duty they bear to investors under any law or regulation.
A master agent of an offshore ETF shall sign an agreement with any participating dealer or dealers to stipulate the rights and obligations of the parties.
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