| Title： |
Operating Rules of the Taiwan Stock Exchange Corporation(2018.06.08) |
| Date： |
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Article 77-2
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A mainland area person, juristic person, organization or other institution that obtains listed securities due to gift or succession shall apply to a securities broker for account opening with the following documents submitted:
- Proof of payment of estate tax or gift tax issued by a tax authority or other evidentiary documents, and the power of attorney for filing income tax returns required by the tax authority.
- In the event of a natural person, identification documents or documents evidencing approval of his entry to Taiwan.
- The company registration certificate of a juristic person, organization or other institution denotes a juristic person or organization qualification certificate or registration certificate issued by the local government.
A mainland area person, juristic person, organization, other institution, or a company in which it invests in a third area, which has obtained the approval of the Investment Commission, Ministry of Economic Affairs, for investing in listed companies, shall apply to a securities broker for account opening with the following documents submitted:
- A photocopy of the written approval of sale, and power of attorney for filing income tax returns required by the tax authority.
- In the event of a natural person, identification documents or documents evidencing approval of his entry to Taiwan.
- Qualification certificate of the juristic person, organization, other institution, or company in which it invests in a third area (as duly notarized, certified, legalized in accordance with the requirements of the Investment Commission, Ministry of Economic Affairs governing documents required for applications for investment in Taiwan by Mainland Area people).
The principal shall comply with the following provisions when engaging an agent to open an account on its behalf pursuant to the preceding two paragraphs:
- Where the principal is a natural person, the agent shall personally present the identification documents of the principal and the agent, power of attorney (must be notarized by a notary public office of the Mainland Area and legalized by the Straits Exchange Foundation), and the related documents specified in the preceding two paragraphs.
- Where the principal is a juristic person, organization, other institution, or company in which it invests in a third area, the agent shall personally present the identification documents of the principal, power of attorney (as duly notarized, certified, legalized in accordance with the requirements of the Investment Commission, Ministry of Economic Affairs governing documents required for applications for investment in Taiwan by Mainland Area people), and the related documents specified in the preceding two paragraphs.
The opening of a New Taiwan Dollar account by a mainland area person applying for account opening pursuant to subparagraph 1 of the preceding paragraph may be governed by Article 77, paragraph 2 mutatis mutandis, provided the identification documents and power of attorney must be notarized by a notary public office of the mainland area and legalized by the Straits Exchange Foundation.
Such account as mentioned in paragraphs 1 and 2 may only accept sale orders and may not accept purchase orders.
Listed securities acquired pursuant to paragraph 1 may be sold by the mutatis mutandis application of Article 82-1.
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Article 77-2
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A mainland area person, juristic person, organization or other institution that obtains listed securities due to gift or succession shall apply to a securities broker for account opening with the following documents submitted:
- Proof of payment of estate tax or gift tax issued by a tax authority or other evidentiary documents, and the power of attorney for filing income tax returns required by the tax authority.
- In the event of a natural person, identification documents or documents evidencing approval of his entry to Taiwan.
- The company registration certificate of a juristic person, organization or other institution denotes a juristic person or organization qualification certificate or registration certificate issued by the local government.
A mainland area person, juristic person, organization, other institution, or a company in which it invests in a third area, which has obtained the approval of the Investment Commission, Ministry of Economic Affairs, for investing in listed companies, shall apply to a securities broker for account opening with the following documents submitted:
- A photocopy of the written approval of sale, and power of attorney for filing income tax returns required by the tax authority.
- In the event of a natural person, identification documents or documents evidencing approval of his entry to Taiwan.
- Qualification certificate of the juristic person, organization, other institution, or company in which it invests in a third area (as duly notarized, certified, legalized in accordance with the requirements of the Investment Commission, Ministry of Economic Affairs governing documents required for applications for investment in Taiwan by Mainland Area people).
The principal shall comply with the following provisions when engaging an agent to open an account on its behalf pursuant to the preceding two paragraphs:
- Where the principal is a natural person, the agent shall personally present the identification documents of the principal and the agent, power of attorney (must be notarized by a notary public office of the Mainland Area and legalized by the Straits Exchange Foundation), and the related documents specified in the preceding two paragraphs.
- Where the principal is a juristic person, organization, other institution, or company in which it invests in a third area, the agent shall personally present the identification documents of the principal, power of attorney (as duly notarized, certified, legalized in accordance with the requirements of the Investment Commission, Ministry of Economic Affairs governing documents required for applications for investment in Taiwan by Mainland Area people), and the related documents specified in the preceding two paragraphs.
The opening of a New Taiwan Dollar account by a mainland area person applying for account opening pursuant to subparagraph 1 of the preceding paragraph may be governed by Article 77, paragraph 2 mutatis mutandis, provided the identification documents and power of attorney must be notarized by a notary public office of the mainland area and legalized by the Straits Exchange Foundation.
Such account as mentioned in paragraphs 1 and 2 may only accept sale orders and may not accept purchase orders.
Listed securities acquired pursuant to paragraph 1 may be sold by the mutatis mutandis application of Article 82-1.
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Article 77-8
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When the domestic agent or representative of a mainland nationality shareholder of a TWSE or Taipei Exchange primary listed company opens an account at a securities broker, in addition to the documents for account opening of paragraph 1 of the preceding Article, the domestic agent or representative shall also submit documentation issued by the foreign issuer's shareholder services agent evidencing that the mainland nationality shareholder obtained the stock (or evidentiary certificate representing the stock) issued by that foreign issuer prior to its TWSE listing or Taipei Exchange listing in Taiwan, or the documentary proof that mainland nationality employees have been allotted, subscribed to or been assigned shares in accordance with the laws and regulations of the country of registration.
For a mainland nationality shareholder of a TWSE or Taipei Exchange primary listed company or a shareholder of a TWSE or Taipei Exchange primary listed company that is a company in which a mainland area person, juristic person, organization, or other institution invests in a third area, when such shareholder's domestic agent or representative opens an account at a securities broker, in addition to the documents for account opening of paragraph 1 of the preceding Article, documentation shall also be submitted evidencing that the stock issued by the foreign issuer was obtained due to direct investment in private placement, cash capital increase, merger, acquisition and share conversion.
Securities tradings through the accounts referred to in the preceding two paragraphs are restricted to sale of stock issued by such foreign issuer, sale of stock through duly made tender by participation in a public tender offer, and sale of stock of other TWSE or Taipei Exchange listed company or TWSE or Taipei Exchange primary listed company obtained through the issuer's participation in a merger and acquisition, and sale of stock obtained as the result of a share distribution, subscription, or transfer based on such stocks. No other securities trading may be engaged in through such accounts.
If a company whose stock is TWSE listed or Taipei Exchange listed, pursuant to Article 28-2, paragraph 1, subparagraph 1 or Article 28-3 of the Securities and Exchange Act or Article 235 or Article 267 of the Company Act, awards securities to an employee or employees who are mainland nationals, the company's overseas subsidiary or branch office will conduct registration for a Collective Investment Account for Mainland Nationality Employees with the TWSE to obtain an ID number for purposes of handling the transfer, subscription, or distribution of securities to such employee or employees. When the domestic agent opens an account with a securities broker in such a case, in addition to the account opening documents required by paragraph 1, the documents in the following subparagrahs shall also be submitted, and a copy of the documents shall also be kept on record at the place of the domestic agent for reference:
- An original copy of the undertaking stating that the overseas subsidiary or branch office of the company whose stocks are TWSE listed or Taipei Exchange listed is actually authorized by the employees that are mainland nationals.
- A photocopy of the documentation evidencing the Competent Authority's approval of, or effective registration for, the issuance of new shares or employee stock warrants, or the repurchasing of its own shares, by the company whose stock is TWSE listed or Taipei Exchange listed.
- A photocopy of the meeting minutes at which the board of directors of the company whose stock is TWSE listed or Taipei Exchange listed approved the current instance of repurchase of its own shares for a share transfer to employees pursuant to Article 28-2, paragraph 1, subparagraph 1 of the Securities and Exchange Act, or issuance of employee stock warrants pursuant to Article 28-3 of the Securities and Exchange Act, or issuance of new shares pursuant to Article 235 and Article 267 of the Company Act.
When a TWSE primary listed or Taipei Exchange primary listed foreign issuer carries out registration procedures for a "Segregated Collective Investment Account for Mainland Nationality Employees" with the TWSE for securities obtained by its mainland nationality employees in accordance with the laws and regulations of the place of registration, when the domestic agent opens the account with a securities broker, in addition to the account opening documents in paragraph 1 of the preceding article, the documents in the following subparagraphs shall also be submitted, and a copy of the documents shall also be kept on record at the place of the domestic agent for reference:
- Original affidavit stating that the TWSE primary listed or Taipei Exchange primary listed foreign issuer has actually been authorized by the mainland nationality employees.
- Photocopy of documentary proof that the TWSE primary listed or Taipei Exchange Primary listed foreign issuer has obtained effective registration from the competent authority to issue new shares or employee stock warrants.
- Letter of approval from the TWSE for the TWSE primary listing or from the GreTai Securities Market for the Taipei Exchange primary listing.
The accounts of the preceding two paragraphs may be used only to sell stocks which such employees have obtained by exercising securities subscription rights or through transfer or distribution, or to sell stocks of another TWSE or Taipei Exchange listed company or TWSE or Taipei Exchange primary listed company that such shareholders have obtained by duly participating in a public tender offer through an offer to sell, or have obtained by the issuer's participation in a merger or acquisition, or stocks obtained as the result of a new share distribution, subscription, or transfer based on such stocks. Such accounts may not be used for any other securities trading.
The provisions of paragraphs 4 and 5 of the preceding Article shall apply mutatis mutandis to the registration operations of this Article.
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Article 77-8
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When the domestic agent or representative of a mainland nationality shareholder of a TWSE or Taipei Exchange primary listed company opens an account at a securities broker, in addition to the documents for account opening of paragraph 1 of the preceding Article, the domestic agent or representative shall also submit documentation issued by the foreign issuer's shareholder services agent evidencing that the mainland nationality shareholder obtained the stock (or evidentiary certificate representing the stock) issued by that foreign issuer prior to its TWSE listing or Taipei Exchange listing in Taiwan, or the documentary proof that mainland nationality employees have been allotted, subscribed to or been assigned shares in accordance with the laws and regulations of the country of registration.
For a mainland nationality shareholder of a TWSE or Taipei Exchange primary listed company or a shareholder of a TWSE or Taipei Exchange primary listed company that is a company in which a mainland area person, juristic person, organization, or other institution invests in a third area, when such shareholder's domestic agent or representative opens an account at a securities broker, in addition to the documents for account opening of paragraph 1 of the preceding Article, documentation shall also be submitted evidencing that the stock issued by the foreign issuer was obtained due to direct investment in private placement, cash capital increase, merger, acquisition and share conversion.
Securities tradings through the accounts referred to in the preceding two paragraphs are restricted to sale of stock issued by such foreign issuer, sale of stock through duly made tender by participation in a public tender offer, and sale of stock of other TWSE or Taipei Exchange listed company or TWSE or Taipei Exchange primary listed company obtained through the issuer's participation in a merger and acquisition, and sale of stock obtained as the result of a share distribution, subscription, or transfer based on such stocks. No other securities trading may be engaged in through such accounts.
If a company whose stock is TWSE listed or Taipei Exchange listed, pursuant to Article 28-2, paragraph 1, subparagraph 1 or Article 28-3 of the Securities and Exchange Act or Article 235 or Article 267 of the Company Act, awards securities to an employee or employees who are mainland nationals, the company's overseas subsidiary or branch office will conduct registration for a Collective Investment Account for Mainland Nationality Employees with the TWSE to obtain an ID number for purposes of handling the transfer, subscription, or distribution of securities to such employee or employees. When the domestic agent opens an account with a securities broker in such a case, in addition to the account opening documents required by paragraph 1, the documents in the following subparagrahs shall also be submitted, and a copy of the documents shall also be kept on record at the place of the domestic agent for reference:
- An original copy of the undertaking stating that the overseas subsidiary or branch office of the company whose stocks are TWSE listed or Taipei Exchange listed is actually authorized by the employees that are mainland nationals.
- A photocopy of the documentation evidencing the Competent Authority's approval of, or effective registration for, the issuance of new shares or employee stock warrants, or the repurchasing of its own shares, by the company whose stock is TWSE listed or Taipei Exchange listed.
- A photocopy of the meeting minutes at which the board of directors of the company whose stock is TWSE listed or Taipei Exchange listed approved the current instance of repurchase of its own shares for a share transfer to employees pursuant to Article 28-2, paragraph 1, subparagraph 1 of the Securities and Exchange Act, or issuance of employee stock warrants pursuant to Article 28-3 of the Securities and Exchange Act, or issuance of new shares pursuant to Article 235 and Article 267 of the Company Act.
When a TWSE primary listed or Taipei Exchange primary listed foreign issuer carries out registration procedures for a "Segregated Collective Investment Account for Mainland Nationality Employees" with the TWSE for securities obtained by its mainland nationality employees in accordance with the laws and regulations of the place of registration, when the domestic agent opens the account with a securities broker, in addition to the account opening documents in paragraph 1 of the preceding article, the documents in the following subparagraphs shall also be submitted, and a copy of the documents shall also be kept on record at the place of the domestic agent for reference:
- Original affidavit stating that the TWSE primary listed or Taipei Exchange primary listed foreign issuer has actually been authorized by the mainland nationality employees.
- Photocopy of documentary proof that the TWSE primary listed or Taipei Exchange Primary listed foreign issuer has obtained effective registration from the competent authority to issue new shares or employee stock warrants.
- Letter of approval from the TWSE for the TWSE primary listing or from the GreTai Securities Market for the Taipei Exchange primary listing.
The accounts of the preceding two paragraphs may be used only to sell stocks which such employees have obtained by exercising securities subscription rights or through transfer or distribution, or to sell stocks of another TWSE or Taipei Exchange listed company or TWSE or Taipei Exchange primary listed company that such shareholders have obtained by duly participating in a public tender offer through an offer to sell, or have obtained by the issuer's participation in a merger or acquisition, or stocks obtained as the result of a new share distribution, subscription, or transfer based on such stocks. Such accounts may not be used for any other securities trading.
The provisions of paragraphs 4 and 5 of the preceding Article shall apply mutatis mutandis to the registration operations of this Article.
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