Taiwan Stock Exchange - Rules & Regulations Directory

Amendments

Title:
Operating Rules of the Taiwan Stock Exchange Corporation(2014.06.16)

Article 41
    The notice of listing for sale, suspension of sale, or delisting of bonds issued by the government ("Government Bonds") shall be given by the Competent Authority to the TWSE for its public announcement. Where the listed Government Bond has been redeemed at maturity, the TWSE may directly publicly announce its delisting.
    The listing for sale, suspension of sale, or delisting of securities publicly issued by a company limited by shares ("Issuing Company"), beneficial certificates of a closed-end securities investment trust fund ("closed-end fund"), an exchange-traded securities investment trust fund, or an exchange-traded futures trust fund (collectively, "exchange traded funds", "ETFs") duly issued by a securities investment trust enterprise ("SITE") or a futures trust enterprise (FTE), beneficial securities duly issued by a trustee institution, asset-backed securities duly issued by a special purposes company, real estate investment trust (REIT) beneficial securities or real estate asset trust (REAT) beneficial securities duly offered and issued by a securitization trustee institution, offshore ETF beneficial certificates, fund shares, or investment units (hereinafter, "beneficial certificates") duly offered and sold by an offshore fund management institution or an institution appointed by it (hereinafter, "offshore fund institution"), stocks duly issued by a foreign issuer, Taiwan Depositary Receipts issued by a foreign issuer and its depositary institution, and call (put) warrants issued by an issuer pursuant to the law, shall be processed and publicly announced in accordance with the various types of securities listing contracts ("Agreement for Listing") executed between the TWSE and the Issuing Company, SITE, FTE, trustee institution, special purpose company, securitization trustee institution, offshore fund institution, depositary receipt issuer, or call (put) warrant issuer.
    The Agreement for Listing referred to in the preceding paragraph shall be executed in accordance with the Rules Governing the Agreement for Listing reported by the TWSE to and approved by the Competent Authority. Upon the effectiveness of the Agreement for Listing, where the Rules Governing the Agreement for Listing is amended such that discrepancy in the internal content occurs, the amended rules shall be applicable.
    After the financial report of financial bonds issued by financial institutions, if certified in accordance with the Regulations Governing Certification of Corporate Stock and Bond Issues by Public Companies, has been audited and attested by a CPA or approved and publicly announced by an auditing institution, reference may be made to paragraph 2 of this Article for listing processing.

Article 42
    An Issuing Company applying for listing of its securities shall complete the application for listing of securities and enclose the signed Agreement for Listing and other required documents to the TWSE.
    The format and the required documents for application of securities listing shall be determined by the TWSE in accordance with the type and the nature of the securities being listed.
    The securities being applied for listing by an Issuing Company shall be certified in accordance with the Regulations Governing Certification of Corporate Stock and Bond Issues by Public Companies. However, securities for which no physical ("scrip") security is printed to represent the rights thereof are exempt from the requirement of certification.
    In reviewing the application for securities listing by an Issuing Company, in addition to the documents supplied, the TWSE may consult other credit reports and process the application in accordance with the Rules Governing the Review of Securities Listings, and the "Industry Categorization and Adjustment Guidelines for Listed Companies".
    The Rules Governing the Review of Securities Listings and the Industry Categorization and Adjustment Guidelines for Listed Companies shall be drafted by the TWSE and sent to the Competent Authority for its approval and public announcement.
    Issuing Companies applying for initial listing shall, in accordance with the regulations of the Competent Authority, reserve a set ratio of the listed stocks for public sale by securities underwriters or wholesale by securities brokers. The TWSE may use the information to be obtained from the results of the sale as reference for share dispersal review of listed securities.
    The provisions of paragraphs 1 to 5 shall apply mutatis mutandis when a SITE or an FTE applies for listing of any beneficial certificates that it offers and issues; when a trustee institution applies for listing of any beneficial securities that it offers and issues; when a special purpose company applies for listing of any asset-backed securities that it offers and issues; and when a securitization trustee institution applies for listing of any REIT and REAT beneficial securities that it offers and issues.
    The provisions of paragraphs 1, 2, 4 and 5 shall apply mutatis mutandis when a foreign issuer applies for listing of any stocks issued by it, when a foreign issuer and its depositary institution apply for listing of any Taiwan Depositary Receipts they issue, and when any issuer applies for listing of any call (put) warrants duly issued by it.
    The provisions of paragraphs 1 and 2 shall apply mutatis mutandis when an offshore fund institution, through the master agent it has appointed, applies for listing of beneficial certificates of an offshore ETF sold and offered by it.

Article 43
    After the TWSE has approved the listing of securities by an Issuing Company, and the Agreement for Listing has been signed and taken effect, such company shall be a listed company. In addition to the payment of listing fees in accordance with the Agreement for Listing, upon the notice of the TWSE, such Issuing Company shall upload an electronic file of the prospectus onto the Internet information reporting system designated by the TWSE and shall deliver a physical copy of the full prospectus to the TWSE for its distribution to securities firms. Further, 1 day prior to the listing of such securities, the Listing Company shall report information related to the listing to the Internet information reporting system designated by the TWSE, and shall send the downloaded information to the TWSE.
    The public announcement referred to in the preceding paragraph shall include the name of the company, type of listed securities, volume, rights, obligations, date of listing, date, and document reference number of the issuance approval letter issued by the Competent Authority, name of the agency handling share transfer matters, name of the underwriter, underwriting period, price, volume, and other matters to be publicly announced.
    In a case of an Issuing Company applying for initial listing, after the Agreement for Listing takes effect, if the company fails to have its stock listed for trading within 3 months from the date of the written notice by the TWSE, its listing case shall be voided, and the matter shall be reported to the Competent Authority for recordation. However, with valid reasons, and upon the approval of the TWSE, the period may be extended for a single term of 3 additional months, which shall be reported to the Competent Authority for recordation. The suspension period referred to in paragraph 4 shall not be counted.
    With respect to the Issuing Company as referred to in the preceding paragraph or a foreign issuer and its depositary institution, if prior to the commencement of listed trading of its stocks or Taiwan Depositary Receipts, specific evidence is discovered showing a likelihood of the existence, whether before or after its Agreement for Listing becomes effective, of a circumstance under any subparagraph of the TWSE Rules Governing the Review of Securities Listings that renders listing inappropriate, then the TWSE may proceed to provisionally postpone the listing and trading of its stocks or Taiwan Depositary Receipts, and conduct an audit and simultaneously report to the Competent Authority for recordation. If the Issuing Company or the foreign issuer and its depositary institution refuse to undergo audit by the TWSE or to supply the necessary information, or the investigation confirms the existence of any circumstance that renders listing inappropriate, the TWSE may void its Agreement for Listing or delist it, and report to the Competent Authority for recordation. If investigation confirms that no circumstance that renders listing inappropriate exists, the TWSE may notify the Issuing Company, or the foreign issuer and its depositary institution, to resume conducting matters relating to listing and trading, and report to the Competent Authority for recordation, provided that if any uncertainty remains concerning any matter that would render listing inappropriate, the TWSE may continue to postpone the listing and trading of its stock or Taiwan depositary receipts.
    The listed securities shall be assigned by the TWSE a code number, and an abbreviated name for uniform usage.
    The provisions of paragraphs 1, 2, and 5 of this Article shall apply mutatis mutandis to applications by a SITE or an FTE for listing of beneficial certificates, applications by foreign issuers and their depositary institutions for listing of Taiwan Depositary Receipts, applications by offshore fund institutions, through the master agents appointed by them, for listing of beneficial certificates of offshore ETFs, and applications by foreign issuers for secondary listings of stocks or listings of bonds.
    If a foreign issuer applies to list stocks on a primary listing basis and its application is reviewed and approved by the TWSE, then after its listing contract has been signed and taken effect, that company is deemed a primary listed company, and unless otherwise provided, shall be subject mutatis mutandis to the provisions of this Chapter regarding a TWSE listed company.
    The governing of foreign issuers referred to in the preceding paragraph following the listing of their stocks, and other relevant matters, shall be prescribed separately in other rules and bylaws by the TWSE.

Article 44
    Listed companies shall establish a professional shareholder services agent or shareholder services unit in the area where the TWSE is located. Further, such companies, within 3 days after their decision, shall report to the TWSE and publicly disclose the business address and the name of the responsible person of the shareholder services agent, and the specimen of chops that must be chopped on the stock certificates to effect valid title transfer. The same process shall apply in case of any changes thereto. However, if a listed company changes its shareholder services agent, it shall report to the TWSE and make a public disclosure within 3 days from the date it obtains the letter of recordation from the Taiwan Depository and Clearing Corporation.
    The title transfer or the splitting of stocks handled by listed companies shall be completed within 3 days after the application therefor is received.
    The professional shareholder services agent or shareholder services unit referred to in paragraph 1 shall have shareholder services handling personnel and equipment that comply with the provisions of the Regulations Governing Handling of Shareholder Services by Public Companies promulgated by the Competent Authority, and it shall conduct shareholder services matters in compliance with the above Regulations Governing Handling of Shareholder Services.
    The provisions of paragraphs 1 and 2 shall apply mutatis mutandis to a SITE or an FTE processing the transfer of title to beneficial certificates; to trustee institutions processing the transfer of title to beneficial securities; to special purpose companies processing the transfer of title to asset-backed securities; to real estate securitization trustee institutions processing the transfer of title to REIT or REAT beneficial securities; to offshore fund institutions, through the master agents appointed by them, or through a qualified shareholder services agent separately appointed by the master agent, processing the transfer of title to beneficial certificates of offshore ETFs, to the transfer of title to secondary listed company stocks, and to foreign issuers and their depositary institutions processing the transfer of title to Taiwan Depositary Receipts.

Article 46
    Where a listed company closes the books on changes to the shareholders register in accordance with Article 165 of the Company Act, it shall, before the last date the shareholders register may be changed and within the time period required by the TWSE, publicly announce on the website reporting system designated by the TWSE the reason for the suspension, date of suspension, amount of dividends and bonuses to be distributed, and allocation of rights. However, in special circumstances, where the reasons are stated, the company may simply publicly announce in advance the reasons for convening a shareholders meeting and the date of the meeting. In such cases, it shall follow up, at least 40 days prior to the date of the shareholders meeting, with a public announcement on the above-mentioned website designated by the TWSE of the amount of dividends and bonuses to be distributed or rights to be allocated.
    If there is subsequently any change in information publicly announced by a listed company under the preceding paragraph, or the public announcement is not made by the listed company within the time period specified by the TWSE, then the listed company shall bear full liability for any resultant trade dispute or damage suffered by a party to a trade.
    The provisions of paragraph 2 of this Article shall apply mutatis mutandis to a SITE or an FTE setting a time period for changes to the beneficiaries list or date of distribution of profits when handling matters set forth in Article 64, Article 68, and Article 77 of the Regulations Governing Securities Investment Trust Funds or Article 60, Article 63, or Article 78 of the Regulations Governing Futures Trust Funds.
    The provisions of paragraphs 1 and 2 shall apply mutatis mutandis for the book closure period during which the shareholders list, beneficiaries list, and foreign bond holders list may not be changed due to the distribution of stock dividends, bond interest, bonus, or other interests in accordance with the laws of its country of registration, in respect of bonds issued by a foreign issuer or its agent institution, stocks issued by a primary or secondary listed company or its agent institution, or foreign securities represented by Taiwan Depositary Receipts issued by a foreign issuer or its depositary institution. All shareholders of a TWSE primary listed company shall be notified by 30 days before the convening of a regular shareholders meeting. If a TWSE primary listed company, however, under the laws and regulations of the country of its registration, is unable to deliver the notice of the convening of the shareholders meeting by 30 days before the meeting, it shall deliver notice to all shareholders, at the latest, by 21 days before the regular shareholders meeting, and shall make a supplementary public disclosure by 10 days before the date of delivery of the shareholders meeting notice.
    The provisions of paragraphs 1 and 2 shall apply mutatis mutandis when a trustee institution sets a record date for book closure of the register of beneficiaries or for distribution of income because of the convening of a beneficiaries meeting or of distribution of profit on a special purpose trust, or when a special purpose company sets a record date for book closure for entries in the register of holders of asset-backed securities or a record date for distributions because of the convening of a meeting of holders of asset-backed securities or distribution or repayment of principal, profit, interest, or other income rights in accordance with an asset securitization plan.
    The provisions of paragraphs 1 and 2 shall apply mutatis mutandis when a securitization trustee institution sets a record date for book closure of the register of beneficiaries or for distribution of income because of the convening of a beneficiaries meeting or distribution of income.
    When an offshore fund institution, for purposes of holding a beneficial owners meeting or shareholders meeting of an offshore ETF, or for distribution of income or dividends, sets the record date for book closure period of the register of beneficial owners or register of shareholders or for a distribution of income or dividends, the provisions of paragraph 1 shall apply mutatis mutandis to the master agent appointed by the offshore fund institution.
    When an offshore fund institution entrusts its master agent to make any public announcement of a matter under the preceding paragraph, if, due to any subsequent change or to a failure to make the public announcement by the deadline under TWSE regulations, any trade dispute occurs and a party to the trade suffers any loss, the offshore fund institution and the master agent shall without exception be held fully liable.

Article 47-1
    SITEs, FTEs, and the master agents of offshore fund institutions shall provide the following information within the prescribed time period:
  1. Where an announcement is related to the rights of beneficiaries, the relevant particulars shall be entered into the Internet information reporting system designated by the TWSE. Where particulars that should be publicly announced but were not announced, or where the announced items were not sufficiently explanatory, the TWSE may inform the company to make the announcement or supplement or amend the announcement.
  2. Upon receiving notification from the TWSE of approval for offering and issuance of beneficial certificates, a SITE shall upload the electronic file [of the prospectus] onto the Internet information reporting system designated by the TWSE and provide four [physical] copies of the prospectus.
  3. At the same time that they are filed with the Competent Authority, two copies of the annual report and monthly balance sheet report shall be submitted, provided that the requirement of submission of a monthly balance sheet shall not apply if the offshore ETF is not required to prepare a monthly balance sheet under the rules of the competent authority of its place of registration.
    The TWSE may provide original or abstract copies of the information provided to it pursuant to the preceding paragraphs for review by the public.

Article 48
    Within 2 days of the occurrence or of the effectiveness of the following events, a listed company shall report to the TWSE:
  1. Where any of the conditions specified in Article 49 and Article 50 of these Rules occurs.
  2. Amendment of its articles of incorporation, or increase/decrease of capitalization.
  3. Issuance of preferred classes of shares, or the issuance, maturity or redemption of corporate bonds, or the conversion of convertible bonds into shares in accordance with its terms.
  4. Addition or reduction or substitution in value of the security for the bond.
  5. The reaching of a resolution referred to in Article 185 of the Company Act, the purchase of shares referred to in Article 186 of the Company Act, or the negotiation and determination of the purchase price of shares referred to in Article 187 of the Company Act.
  6. Any action of the promoters or directors that under the Company Act carries liability for damages.
  7. Any resolutions of the normal or special meeting of shareholders which have been revoked by a court in accordance with the law.
  8. Where reports are made to the Competent Authority pursuant to Article 25, and paragraph 2 of Article 36 of the Securities and Exchange Act.
  9. Any judicial decision on the reported loss of, and deprivation of rights for listed securities, or the attachment or provisional attachment thereof, or its holder is adjudicated to be bankrupt.
    A SITE or an FTE to which any of the following conditions applies shall report to the TWSE:
  1. Any changes in the specimen certificate of a beneficial certificate.
  2. Any events specified in Article 63 or Article 78 of the Regulations Governing Securities Investment Trust Funds, or Article 73 or Article 82 of the Regulations Governing Futures Trust Funds.
  3. Any events specified in Article 3, Article 4, Article 5, or Article 24 of the Rules Governing Securities Investment Trust Enterprises or Article 8, Article 9, Article 10, or Article 38 of the Regulations Governing Futures Trust Enterprises.
    Upon receiving any notice made pursuant to the preceding two paragraphs, or where it learns such information from other sources, in order to provide reference material to the public, the TWSE shall, in addition to processing the matter in accordance with regulations or reporting to the Competent Authority for its disposal, publicly announce the matter or notify the listed company in writing to report it on the Internet information reporting system designated by the TWSE.

Article 50-2
    The TWSE may publicly announce the delisting of beneficial certificates when the period of validity of a securities investment trust fund has expired, or when the securities investment trust contract has terminated.
    Where any of the following circumstances exists with respect to a closed-end fund managed by any SITE, the TWSE may delist its beneficial certificates, and report to the Competent Authority for recordation:
  1. Any circumstance specified in paragraph 2 or 3 of Article 79 of the Regulations Governing Securities Investment Trust Funds.
  2. Change to an open-ended investment fund upon the resolution of the meeting of the beneficiaries, and reported to and approved by the Competent Authority, or in accordance with the terms of the securities investment trust contract.
  3. The total issued value of the securities investment trust fund falls below NT$800 million due to opening of redemption.
  4. Where for any other reason the TWSE deems it necessary to delist the beneficial certificates.
    Where any of the following circumstances exists with respect to an ETF managed by any SITE or FTE, the TWSE may delist its beneficial certificates and report to the Competent Authority for recordation:
  1. Any circumstance specified in Article 79, paragraph 2 or 3 of the Regulations Governing Securities Investment trust Funds or Article 83, paragraph 2 or 3 of the Regulations Governing Futures Trust Funds.
  2. Any circumstance stipulated in the securities investment trust contract or the futures trust contract of the listed beneficial certificate as grounds for termination of the contract, where the SITE or FTE has applied to the TWSE for delisting.
  3. Where the offshore ETF to which an ETF is linked as referred to in Article 37, paragraph 4 of the Regulations Governing Securities Investment Trust Funds has its approval voided by the competent authority of its place of registration or is delisted from the exchange where it was initially listed for trading, or the offshore ETF to which an ETF is linked has its permission terminated.
  4. Where for any other reason the TWSE deems it necessary to delist the beneficial certificates.
    Where any of the following circumstances exists with respect to an offshore ETF offered and sold by an offshore fund institution, the TWSE may delist its beneficial certificates, and report to the Competent Authority for recordation:
  1. The competent authority of the place of registration or Taiwan's Competent Authority has cancelled the approval for the offshore ETF.
  2. Taiwan's Competent Authority has granted approval for termination of the offering and sale of the fund within Taiwan.
  3. The offshore ETF is delisted from the exchange on which it was first listed.
  4. The net asset value of the fund falls below the amount at which the contract is required to be terminated or at which the fund ceases to exist pursuant to the fund's trust contract, the articles of association, or the prospectus.
  5. There occurs any other cause of termination of the fund as specified in the fund's trust contract, the articles of association, or the prospectus, or if for legal or factual reasons, the offshore fund manager deems it necessary to terminate the listing and trading of the beneficial certificates, and the offshore fund institution, itself or through the master agent, has applied to the TWSE for delisting of its beneficial certificates.
  6. Any other circumstance in which the TWSE deems delisting necessary for purposes of protecting the public interest or the rights and interests of investors.

Article 52
    Unless otherwise provided, 40 days prior to the delisting of securities by the TWSE, the TWSE shall publicly announce the delisting and inform the GTSM and the listed company that the securities may be applied for as managed stocks. However, the TWSE may shorten the time period for public announcement for delisting of the securities of a TWSE secondary listed company in special circumstances.
    The TWSE shall announce the delisting of securities in accordance with Article 50-2, Article 50-6, Article 50-7, Article 53-1, Article 53-11, Article 53-31, or Article 53-32, 5 days prior to such event.
    After a listed company, SITE, or FTE is notified by the TWSE of the delisting of its securities, it shall make a public announcement of the matter within 2 days from the date on which it receives such notification, provided that it may be exempted from the aforesaid requirement concerning public announcement date, where for reason of maturity of the bond issue period or other exceptional circumstance, and subject to approval of the Competent Authority.
    The preceding paragraph shall apply mutatis mutandis when a trustee institution is notified by the TWSE of the delisting of its beneficial securities; when a special purpose company is notified by the TWSE of the delisting of its asset-backed securities; when a real estate securitization trustee institution is notified by the TWSE of the delisting of its REIT or REAT beneficial securities; when the master agent of an offshore fund institution is notified by the TWSE of the delisting of its offshore ETF beneficial certificates; when a foreign issuer and its depository institution are notified by the TWSE of the delisting of their Taiwan Depositary Receipts; when a secondary listed company is notified by the TWSE of the delisting of its shares; and when an issuer is notified by the TWSE of the delisting of its call (put) warrants.

Article 76
    Upon discovering that a principal falls in any of the following categories, a securities broker shall refuse to open an account or, if an account has already been opened, refuse to accept orders for brokerage trading or subscription of securities:
  1. Persons without legal capacity or with limited legal capacity, who do not have the agency or authorization of their legal guardian.
  2. Personnel or employees of the Competent Authority in charge of securities matters
  3. Personnel of the TWSE who fail to submit a letter of consent from the TWSE.
  4. Persons declared bankrupt and whose rights have not been reinstated.
  5. Persons declared by a court to be placed under guardianship where such declaration has not been voided; provided, this restriction shall not apply when a guardian disposes of securities for purposes of the interest of the ward.
  6. Persons declared by a court to be placed under assistance where such declaration has not been voided; provided, this restriction shall not apply if the person under assistance has obtained the consent of the assistant or permission from a court.
  7. Juristic persons opening accounts that cannot supply proof that there is authorization to open the account.
  8. Securities dealers which have not been approved by the Competent Authority.
  9. A principal who has engaged a director, supervisor, or employee of a securities firm to open an account with such securities firm as an agent or representative of the principal.
  10. More than one discretionary investment account has been opened at the same business premises of the same securities broker by the same principal with respect to the same authorized discretionary trader; provided, this restriction shall not apply to a principal that is a government fund such as a civil servant pension fund, labor pension fund, labor insurance fund, or postal remittance and savings fund and that, when authorizing the same authorized discretionary trader for discretionary investment, may open, at the same business premises of the same securities broker, different discretionary investment accounts for different brokerage contracts.
  11. An offshore foreign institutional investor or mainland area institutional investor has opened more than one investment trading account at the same business premises of the same securities broker; provided, this restriction shall not apply if it is one that is permitted under the Directions for Registration Processing for Offshore Overseas Chinese and Foreign Investors and Mainland Area Investors to Make Investments in ROC Securities or Engage in Domestic Futures Trading to open more than one investment trading account at the same securities broker (including branches).
  12. The principal is applying or applied to convert an account it originally opened as a discretionary investment account to a brokerage account for the principal's own trading use.
    Insiders of securities firms opening accounts for brokered securities trading shall comply with the Rules Governing Insiders of Securities Firms Opening Accounts at Their Securities Firms for Brokered Securities Trading prescribed by the TWSE.
    Upon discovering that a principal falls in any of the following categories, a securities broker shall refuse to open an account or, if an account has already been opened, refuse to accept orders for brokerage trading or subscription of securities:
  1. Any person that has breached a contract relating to securities trading, where the TWSE or the GreTai Securities Market have notified all securities brokers of this fact, where the case has not been closed and less than 5 years have elapsed. However, this provision does not apply to brokerage trades that are made for purposes of offsetting margin purchases or short sales that were already executed for the same principal on the same day, and are of the same type and same quantity of securities, nor does it apply to opposite offsetting trades made on the same day in brokerage day trading in accordance with the Operational Rules Governing Day Trades of Securities.
  2. Any person that, in connection with a violation of the Securities and Exchange Act or forging (or altering) TWSE listed or GTSM listed securities, has been indicted in a public prosecution and the case is still pending, or has been adjudicated criminally guilty by a final and unappealable court judgment within the last 5 years.
  3. Any person that has breached a futures contract where the case has not been closed and less than 5 years have elapsed, or that has violated future trading laws or regulations and has been adjudicated criminally guilty by a final and unappealable judgment of a judicial authority within the past 5 years.
    Upon conclusion of a case of breach of a brokerage contract by a principal, the securities broker shall promptly report such conclusion to the TWSE; the TWSE will in turn inform all other securities brokers.

Article 79-1
    When accepting sell orders for normal settlement in brokerage trading, a securities broker shall confirm that the volume of securities in the orders do not exceed the aggregate total of the principal's custodial book-entry account balance and deposited spot securities, provided that this rule does not apply in any of the circumstances listed below:
  1. Settlement is handled by a custodian institution on behalf of the securities broker.
  2. Brokerage orders to sell securities short.
  3. Brokerage orders to sell securities to settle a margin purchase.
  4. Brokerage orders to sell securities that had been deposited as collateral for a margin trade that has already been liquidated.
  5. Brokerage orders to sell collateral that had been provided for borrowing of funds or for settlement financing.
  6. Brokerage orders to sell collateral that is eligible to be withdrawn in securities borrowing and lending.
  7. Brokerage orders to sell securities in special accounts set up for the handling of events of default.
  8. Brokerage orders to sell securities lent on the previous business day pursuant to Chapter 3 of the TWSE Securities Borrowing and Lending Rules.
  9. Brokerage orders to sell securities lent pursuant to the TWSE Securities Borrowing and Lending Rules, where the securities borrower has been notified to return the securities by the sale settlement date.
  10. Brokerage orders to sell securities the borrowing of which has been confirmed but that have not yet been remitted in.
  11. Brokerage orders to sell securities under pledge that are being disposed by the pledge.
  12. Brokerage orders to sell securities for which applications for exercise of call warrants were made on the previous business day, and for which the issuer has confirmed that the exercise will be implemented by means of delivery of the securities.
  13. Brokerage orders to sell ETF beneficial certificates or baskets of stocks evidenced by beneficial certificates, pursuant to Article 12 of the TWSE Rules Governing Trading of Beneficial Certificates.
  14. Brokerage orders to sell securities bought on the previous business day.
  15. Brokerage orders to sell securities pursuant to the Operational Rules Governing Day Trades of Securities.
  16. Brokerage orders to sell securities that are loaned and returned prior to the settlement date of their sale pursuant to the Operational Rules Governing Day Trades of Securities.
  17. Other exempted circumstances as announced by the TWSE.

Article 82
    After accepting a brokerage trading order for normal settlement, a securities broker, following execution of the trade, shall collect the price payable for the securities bought, or collect the securities sold, pursuant to Article 12 of the TWSE Rules Governing Brokerage Contracts of Securities Brokers, or collect the price difference after offsetting purchases and sales pursuant to the Operational Rules Governing Day Trades of Securities.
    A securities broker filing a report of delayed settlement for an offshore overseas Chinese or foreign national, or for a mainland area investor, with the TWSE shall do so in compliance with the Guidelines for Securities Brokers in Reporting Delayed Settlement and Default by Principals, and shall notify the principal or the custodian institution pursuant to the agreement.
    In the case of brokerage orders for margin trades, the securities broker shall collect from its principal the margin for the margin purchase or the margin for the short sale, as the case may be, pursuant to Article 12 of the TWSE Rules Governing Brokerage Contracts of Securities Brokers.
    Where the TWSE has taken any disciplinary measure against a specific securities in accordance with the "Regulations for Implementation of Stock Market Monitoring System" and other relevant operation rules, a securities broker shall, on the date it accepts the order, collect in advance from its principals the funds or securities, or the margin for margin purchases, or the margin for short sales.
    Where a securities broker believes that there are any defect on the rights of the securities delivered by its principal for sale or there is legal dispute or other doubtful matter, it may decline to sell such securities; provided that the above shall not be applicable where its principal has provided adequate collateral as approved by the securities broker.

Article 109
    If the balance of the securities on deposit in the custodial book-entry account of the securities firm representing the seller is insufficient for the performance of settlement obligations, the securities firm representing the seller may apply to borrow securities for settlement pursuant to the TWSE Securities Borrowing and Lending Rules, and shall by 11 a.m. pay the cash collateral required for securities borrowing. the securities firm representing the seller does not apply to borrow securities by 10 a.m. of the second business day following the trade date, and has not completed securities settlement, the TWSE shall by 11 a.m. borrow securities on its behalf.
    If the amount of securities borrowed is insufficient, the TWSE will fill out and forward a "Securities Delivery Voucher" to the central securities depository for the portion falling short for safekeeping on behalf of the securities firm representing the purchaser. The borrowing securities firm shall, by 10 a.m. of the following business day, deliver the securities in exchange for the return of the aforesaid "Securities Delivery Voucher" and the refund of the cash collateral required for securities borrowing.
    If the borrowing securities firm fails to deliver the cash collateral required for securities borrowing or to provide offsetting collateral by 11 a.m. of the borrowing date, the TWSE may tentatively retain a portion of the proceeds and/or securities equivalent in value to the settlement price payable for that settlement period.
    Lending auctions, negotiated lending, and reverse auction carried out to cover shortfalls experienced by securities finance enterprises in securities required for short sales shall be conducted in compliance with the TWSE Securities Lending and Borrowing Rules.
    The Securities Lending and Borrowing Rules will be separately adopted by the TWSE and submitted to the Competent Authority for approval and shall take effect after they are publicly announced.

Data Source:Taiwan Stock Exchange - Rules & Regulations Directory
twse-regulation.twse.com.tw