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Ｉ. Registration of Offshore Overseas Chinese and Foreign Nationals
1. One. New addition
(1) Basis:
Dealt with according to Article 10 of the Regulations Governing Investment in Securities by Overseas Chinese and Foreign Nationals (hereinafter referred to as “the Regulations”), Article 77-4 of the Operating Rules of the Taiwan Stock Exchange Corporation (hereinafter referred to as “TSEC”) and Article 44-4 of the Operating Rules of the Taiwan Futures Exchange Corporation (hereinafter referred to as “TAIFEX”).
(2) Qualification:
The term "offshore overseas Chinese and foreign nationals" means overseas Chinese, foreign natural persons and foreign institutional investors outside the territory of the Republic of China.
1. Offshore overseas Chinese and foreign natural persons mean those who have a nationality other than the Mainland China area, are at least 20 years old and hold an identification certificate.
2. Offshore foreign institutional investors mean those institutions incorporated outside the territory of the Republic of China, according to the laws and regulations of the locale.
(3) Application Documents
1. Registration Application Form: The agent (or the representative) of the offshore overseas Chinese and foreign nationals shall fill out a “Registration Application Form for Offshore Foreign Institutional Investors to Invest in ROC Securities or to Trade ROC Futures” as in Exhibit 1-1-1 and “Registration Application Form for Offshore Overseas Chinese and Foreign Natural Persons to Invest ROC in Securities or to Trade ROC Futures” as in Exhibit 1-1-2.
2. Documents Enclosed: When applying for registration, the offshore overseas Chinese and foreign nationals shall prepare the following documents:
2.1 Power of attorney to agent or letter of appointment to representative.
2.2 Identification certificates
2.2.1 Offshore Overseas Chinese and Foreign Natural Persons: passport, identification certificate or other documents with a photo attached which can prove the applicant’s nationality or status.
2.2.2 Offshore Foreign Institutional Investors
1) Non-fund Type
I. Corporation
Certificate of incorporation issued by a local governing authority such as a company registration certificate ; if there is no company registration certificate, the following documents may serve as replacement:
(i) The articles of incorporation of which the local governing authority has the record.
(ii) Qualification certificate issued by the tax bureau of the country where it is located.
II. Other organizations established according to law such as government investment institutions, non-profit organizations, foundations and academic organizations. The certificate or the letter from the local governing authority approving their establishment should be presented; if there is no such certificate or letter, the following documents may serve as replacement:
(i) The articles of incorporation of which the local governing authority has the record.
(ii) The regulations or rules enacted as the basis for the establishment of the applicant.
(iii) Qualification certificate issued by the tax bureau of that land.
2) Type of Fund
The certificate or the letter from the local governing authority approving its establishment should be presented; if there is no such certificate or letter, the following documents may serve as replacement:
(i) The record published in the web site of the local governing authority showing that the fund has completed its establishment registration.
(ii) Documents such as an offering prospectus, trust contract, or memorandum for private placement of which the local governing authority has the record.
2.3 When necessary, TSEC or TAIFEX might require the offshore foreign institutional investors of the fund type which ticks “hedging” or “investment” and “hedging” in Point 2 of the Declaration Items in the Registration Application Form to provide its articles of incorporation or the establishment contract, or documents explaining the investment or transaction strategies.
(4) Flow of Processing
1. Transmission of the Registration Application Form: Once the agent (or the representative) of the offshore overseas Chinese and foreign nationals applying for registration transmits the Registration Application Form online in TSEC’s system, TSEC will, after on-line review of information transmitted through computer has been completed, issue the “Certificate of Registration Completion for Offshore Overseas Chinese and Foreign Nationals” as Exhibit 1-2.
2. The Relevant Material Delivered to TSEC: The agent (or the representative) of the offshore overseas Chinese and foreign nationals shall deliver to TSEC the English version of the registration form signed personally by the applicants applying for registration (identical to the contents of the information transmitted to TSEC), along with the Chinese version of the registration form, the certificate for registration completion and the documents provided in item 2 of the above-mentioned (3), Application Documents, for record. TSEC will review these documents periodically.
3. Registration not permitted: TSEC or TAIFEX may not permit the registration if the offshore overseas Chinese and foreign nationals applying for registration have any of the following situations:
3.1 The registered documents or particulars thereof are found to be fraudulent or untrue;
3.2 The registered documents are incomplete or have not been fully filled out, and the applicant has failed, upon notification by TSEC, to make supplement within five days; or
3.3 There is a serious violation of the Regulations Governing Investment in Securities by Overseas Chinese and Foreign Nationals or the laws and regulations concerning securities or futures administration.
2. Amendment
If any content of the registration items of the offshore Chinese and foreign nationals has changed, the agent (or the representative) should apply to TSEC for amendment of the registration therewith.
(1) Application Explanation
1. Name Change
Amendment Registration Application Form: The agent (or the representative) of the offshore Chinese and foreign nationals should transmit the “Registration Application Form for Name Change by Offshore Overseas Chinese and Foreign Nationals” as in Exhibit 1-3-1 online in TSEC’s system. Once TSEC’s system checks online and finds no error, the agent can print out the “Certificate of Amendment Registration Completion for Offshore Overseas Chinese and Foreign Nationals” as Exhibit 1-4, with which the agent can apply to securities brokers or futures commission merchants for name change. The related documents need not be filed for record to TSEC, but TSEC or TAIFEX might require the applicant to provide related information when necessary.
2. Change of the Agent or the Representative
Amendment Registration Application Form: The agent (or the representative) of the offshore Overseas Chinese and foreign Nationals should transmit the “Registration Form for Change of the Agent or Representative by Offshore Overseas Chinese and Foreign Nationals” as in Exhibit 1-3-2 online in TSEC’s system. Once TSEC’s system checks online and finds no error, the agent can print out the “Certificate of Amendment Registration Completion for Offshore Overseas Chinese and Foreign Nationals” as in Exhibit 1-4, with which the agent can apply to securities brokers or futures commission merchants for name change. The related documents need not be filed for record to TSEC, but TSEC or TAIFEX may require the applicant to provide related information when necessary.
3.Change of Other Items: Except the above-mentioned changes, for the change of Item Five of the registration form, the background information of the shareholders, and Item Six, other basic information, the agent (or the representative) of the offshore overseas Chinese and foreign nationals makes such change in TSEC’s system on his own initiative, and the relevant documents and information are not required to be sent to TSEC for record.
3. Cancellation
(1) Explanation of Application Processing
Cancellation Registration Form: The agent (or the representative) of the offshore overseas Chinese and foreign nationals applying for cancellation should transmit the “Cancellation Registration Application Form for Offshore Overseas Chinese and Foreign Nationals” as in Exhibit 1-5, online in TSEC’s system, as well as fax a copy of the power of attorney for tax payment or the letter of consent issued by the Tax Bureau of the Taipei Municipal Government to TSEC. Then the agent can print out the “Certificate of Cancellation Registration Completion for Offshore Overseas Chinese and Foreign Nationals” online in TSEC’s system as in Exhibit 1-6, and can go to the securities firm or futures commission merchant to cancel the account.
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