Chapter 3 - Application for Listing of Exchange Traded 2 2 12 15 Notes by Securities Firms |
| Article 8 | When applying for listing of ETNs to the competent authority, the securities firm shall act in accordance with Article 6 of the Issuance Regulations by submitting the application form for listing of ETNs, and the application form for issuance of (additional) ETNs by securities firm, published by the competent authority, stating the particulars to be specified, and the enclosed documents to the TWSE. The TWSE will review the application in accordance with the Issuance Regulations, these Rules, the TWSE Procedures for Review of Listing of Exchange Traded Notes, and the TWSE's other applicable regulations. If the TWSE determines the listing criteria have been met, it will issue an approval letter for listing, including the review opinion, which will be forwarded to the competent authority.
When a securities firm is to issue ETNs, if, between the date of its most current financial report and balance sheet it has submitted and when the application takes effect, the securities firm has an event which has a material impact on shareholders' rights and interests or securities prices under Article 36, paragraph 3, subparagraph 2 of the Securities and Exchange Act, has major changes to its finance or business, or there are changes to the information contained in the application or documents attached thereto which would have a major impact in the issuance plan, the securities firm shall ask a certified public accountant (CPA), providing him or her with expert opinion as appropriate for the nature of the changes, to indicate the impact on the issuance plan and notify the TWSE of the impact in writing. The TWSE will issue its opinion letter, indicating its comments, to the competent authority.
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| Article 9 | When applying for listing of ETNs to be issued, a securities firm shall meet the following requirements:
- The securities firm shall meet the requirements in Article 4 of the Issuance Regulations.
- The total value of the issue exceeds NT$200 million and the number of issued units exceeds five million in this application.
- The sum of the total value of valid issue in this application and the total value of valid issue in all prior accepted applications does not exceed fifty percent (50%) of the net worth of the securities firm in the most recent CPA-certified financial report.
- The listing period shall be more than one years and less than 20 years.
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| Article 10 | When applying for listing of ETNs to be issued, a securities firm shall submit an issuance plan which shall including the following information:
- Name of the ETNs.
- Issue date.
- Issue period, indicating the maturity date.
- Number of units in the valid issue. For issuance of additional units, the number of units in the previous issue, each of all prior issues, and this additional issue shall be specified.
- Issue price, including unit price, minimum trading units, and other trading information.
- Description of underlying indexes, including how indexes are compiled and calculated. For compilation of price indexes, how dividends will be distributed for the ETNs or how indicative value is adjusted upon distribution of dividends for component securities shall be described.
- Date on which repayment upon maturity and interim distribution of proceeds will take place and how it will happen. In the case of repayment upon maturity, information shall cover how repayment is made upon maturity, repayment schedule, and procedure for delisting, and specify the value of repayment shall be calculated based on the indicative value published after market on the last trading day, the last trading day shall be the second business day prior to the maturity day, the delisting day shall be the next business day after the maturity day, and other related information.
- Description of investor's fees, including details of service fees charged by securities firm, and how the fees are calculated and collected.
- How the estimated indicative value and after-market indicative value are calculated.
- How ETNs are issued. The information shall state whether underwriting or selling the ETNs by itself. In case of underwriting, how underwriting will proceed shall be specified.
- Which exchange where the ETNs will be listed.
- Purpose of funds.
- Hedging strategies.
- Risk management measures.
- Investor's risk.
- How investors create and sell back ETNs to securities exchange market and the procedure. The information shall cover at least the statement that the sellback price shall be the indicative value published after market on the date of request, minimum sellback units, and schedule for distribution of funds and securities.
- Conditions on which the securities firm exercises early redemption (or mandatory redemption), suspends or resume subscription and stop subscription, and notification method. The information shall state that the last trading day is the next business day after the date when the conditions of early redemption (or mandatory redemption) are met, value of redemption is calculated based on the indicative value published after market on the last trading day, repayment schedule, and other related information.
- Procedure for withdrawal or revocation of validity of application by the competent authority, delisting procedure and actions to be taken. The information shall cover conditions of delisting, and the statement that the last trading day is the next business day of the day when the delisting conditions are met, and the value of repayment is calculated based on the indicative value published after market on the last trading day, in the event the compiler of the underlying indexes announces to stop compile the indexes, or terminate the index license agreement, the securities firm shall prepare a repayment plan and letter to be submitted to the TWSE, and other related information.
- The securities underwriter, if applicable, and liquidity provider and their obligations and responsibilities.
- ETNs shall be delivered through the book-entry system in accordance with Article 8 of the Securities and Exchange Act, and no physical securities will be printed.
- Other required information.
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| Article 11 | When a securities firm that applies for listing of ETNs to be issued is in any of the following circumstances, the TWSE may reject its application and report the rejection to the competent authority for recordation.
- Not all required application documents are submitted, and the failure is not corrected within the time period specified by the TWSE.
- The application is in violation of law or is involved in falsehood or concealment.
- The securities firm has the circumstances described in Article 8 of the Issuance Regulations.
- The securities firm has the circumstances described in Articles 20 and 21 or is otherwise prohibited by the TWSE from applying for listing of its ETNs and the restriction remains valid.
- Other circumstances for which the TWSE advises against listing of its ETNs.
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