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Article 3
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A foreign issuer and its agent institution or depositary institution in the Republic of China applying to list stocks, Taiwan depositary receipts, or bonds it has issued shall, in accordance with the rules of the TWSE, fill out in full an Application for Market Listing of Taiwan Depositary Receipts, Application for Primary Listing of Foreign Stocks, Application for Secondary Listing of Foreign Stocks, or Application for Market Listing of Foreign Bonds (Appendices 1 ??3), and submit them along with proper documentation to the appropriate office of the TWSE for certification of receipt, whereupon, following registration and assignation of a case number, they shall be distributed to the Administration Department for processing. The Administration Department shall appoint specific personnel or a task force of two or more persons who will be responsible for handling each application case in sequence after approval by the manager of the Administration Department. Following distribution, the case handlers shall immediately acknowledge receipt of the application by signing the Administration Department? registration ledger, take appropriate custody of the application and supporting documents and notify the Competent Authority in writing.
A foreign issuer applying for secondary listing of stocks or for sponsoring issuance of Taiwan depositary receipts by a depositary institution pursuant to Article 27-1 of the Rules Governing Review of Securities Listings, or applying for primary listing of stocks pursuant to Article 28-1 of the same Rules, shall apply to the TWSE for an unequivocal opinion form indicating that the company is a technology enterprise and has successfully developed products or technology and those products or technology are moreover marketable, and shall also pay in advance an application review fee payable to the Ministry of Economic Affairs Industrial Development Bureau or the TWSE-designated professional institution, and forward a carbon copy and relevant documents to the Ministry of Economic Affairs Industrial Development Bureau or the TWSE-designated professional institution. After receiving the opinion form, the management shall request by letter the Ministry of Economic Affairs Industrial Development Bureau or the TWSE-designated professional institution to express an opinion. Only when the TWSE has received the unequivocal opinion from the Ministry of Economic Affairs Industrial Development Bureau or the TWSE-designated professional institution indicating that the company is a technology enterprise and has successfully developed products and technology and those products or technology are moreover marketable, and has notified the foreign issuer by letter, may the foreign issuer submit the application for listing.
The foreign issuer shall submit the application within 1 year from the date the aforementioned Ministry of Economic Affairs Industrial Development Bureau or the TWSE-designated professional institution issues its review opinion, and, if the deadline has been passed, shall re-apply to the TWSE.
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Article 6
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Listings shall be handled as follows, with the exception of a foreign issuer applying for a primary stock listing that applies or files for a cash capital increase, issuance of bonus shares, or a listing of common stock not issued within the territory of the ROC in accordance with Article 28-12 of the TWSE's Rules Governing Review of Securities Listings:
- 1. Where a foreign issuer and its agent or depositary institution apply for the listing of additional stock or Taiwan depositary receipts as a result of capital increase by cash and the rights and obligations of the holders of stock or Taiwan depositary receipts to be newly issued are identical with those of the stock or depositary receipts already listed, or where a foreign issuer participated with already-issued stock in the issuance of Taiwan depositary receipts to be listed which carry the same rights and obligations as those of the Taiwan depositary receipts already listed, the TWSE may, after examination of the Application (Report) for Additional Issuance of Foreign Stocks/Market Listing and Trading of Taiwan Depositary Receipts (Attached Charts 23 and 24), issue an approval document for listing, and after effective registration with the competent authority and completion of issuance, announce the listing thereof.
- 2. If a foreign issuer and its depositary institution participate by means of shelf registration in the issuance of Taiwan depositary receipts for listing, and those depositary receipts carry the same rights and obligations as those of Taiwan depositary receipts already listed, the TWSE may, after examination of the Application for Additional Issuance and Listing of Taiwan Depositary Receipts by Means of Shelf Registration by a Foreign Issuer (Attached Chart 25), issue an approval document for listing, and after effective registration with the competent authority and completion of issuance, announce the listing thereof.
- 3. Where a foreign issuer and its agent or depositary institution apply for the listing of additional stock or Taiwan depositary receipts as a result of a cash capital increase through a new share issue to existing shareholders with priority subscription rights or the issuance of bonus shares, or as a result of a request for conversion or warrant subscription with respect to already-issued convertible corporate bonds, corporate bonds with warrants, or other securities having an equity conversion nature, and the rights and obligations of the newly issued stock or Taiwan depositary receipts are identical with those of the stock or depositary receipts already listed, the TWSE will, after having examined the Application (Report) for Additional Issuance of Foreign Stocks/Market Listing and Trading of Taiwan Depositary Receipts (Attached Charts 23 and 24), publicly announce the listing thereof.
- 4. Where a foreign issuer and its depositary institution apply for the reissuance and listing within the amount of the original issuance, or within the scheduled issue period for shelf registration and the number of units that may be issued, of those Taiwan depositary receipts which carry the same rights and obligations as those of the Taiwan depositary receipts already listed, the case handler shall, upon receipt of the submitted Application for Re-issuance and Listing by a Foreign Issuer of Taiwan Depositary Receipts Within the Redeemable Limit/ Application for Reissuance and Listing by a Foreign Issuer of Taiwan Depositary Receipts within the Scheduled Issue Period for Shelf Registration (Attached Charts 26 and 27)publicly announce the listing in accordance with the provisions of Article 28, paragraph 4 of the TWSE? Criteria for the Review of Securities Listings.
Where the Taiwan depositary receipts issued by a foreign issuer have already been listed, and the shareholders issue through a depositary institution Taiwan depositary receipts in Taiwan with the already-issued shares that they hold, the TWSE may, after examination of the Application for Issuance and Listing of Unsponsored Taiwan Depositary Receipts (Attached Chart 28), issue an approval document for listing, and after effective registration with the competent authority and completion of issuance, announce the listing thereof.
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