|
Article 23
|
When a shareholder processes the transfer of stock certificates on his own behalf due to a direct private transfer of securities, the procedures shall be as follows:
- Transfer application completed by both parties and signature or chops affixed on the backside of the stock certificate.
- Proof that the securities transaction tax has been paid.
|
|
Article 24
|
Where a shareholder processes the transfer of stock certificates on his own behalf in accordance with provisions of law, the procedures shall be as follows:
- Court auction or compulsory execution:
- The stock certificate to be transferred, transfer application, court auction records and proof of transfer, and proof that the securities transaction tax has been paid shall be submitted.
- The space allotted on the transfer application and on the stock certificate for the chop of the transferor may be replaced with the proof of transfer issued by the court.
- Transfer via inheritance: The inheriting party shall complete the transfer application and affix his signature or chop on the backside of the stock certificate in space allotted for the transferee, and shall further attach the following documents:
- Line of inheritance chart (to be completed by the applicant inheriting party in accordance with Articles 1138 through 1140 of the Civil Code; if there are any errors, the applicant shall be responsible therefore).
- Photocopy of the Household Registry with detailed notes, or other documentary proof with equivalent legal effect, of the inheriting party.
- For a domestic inheriting party, the National Identity Card or the chop certificate issued by the household registration office (if the inheriting party is a minor, the statutory agent's National Identity Card or chop certificate issued by the household registration office shall also be attached); for a foreign inheriting party, the residence certificate, passport, certificate legalized by an ROC representative body or issued by local court or government agency in the shareholder's home country or identity document notarized by a statutory notary institution in the inheriting party's home country. Where the inheriting party appoints a third party to process the transfer on his behalf, the appointee shall be a citizen of the Republic of China, and the appointee's National Identity Card and the power of attorney shall be presented. An inheriting party who is a person of the mainland China area shall submit inheritance relationship documents that have been certified by the Straits Exchange Foundation and the inheritance relationship certificate or similar documents issued by a notary authority within the mainland China area. If due to his special status or other reasons such an inheriting party cannot personally enter Taiwan to process such matters, such person shall execute a legally recognized power of attorney and appoint a third person located within the Taiwan area to process such matters.
- Where there are several inheriting parties, an agreement signed by all eligible inheriting parties under the Book of Inheritance of the Civil Code stating that they agree with the distribution shall be supplied; where a judgment is rendered by a court, the judgment shall be supplied.
- Certification of payment of taxes or tax exemption issued under Article 41 of the Estate and Gift Tax Act.
- Transfer via gift: Complete the transfer application and affix the signature or chops of the transferor and transferee to the backside of the stock certificate, and attach certification of payment of taxes or tax exemption issued under Article 41 of the Estate and Gift Tax Act.
|
|
Article 25
|
Where a shareholder processes transfer of stocks on his own behalf in accordance with applicable provisions of the Act, the procedures shall be as follows:
- Purchase from a director, supervisor, managerial officer, or shareholder holding more than 10% of the total shares of the company in accordance with Article 22-2, paragraph 1, subparagraph 3 of the Act:
- Both parties shall sign or chop the transfer application and the backside of the stock certificate.
- Attach the daily statement for the transfer filing date downloaded from the Taiwan Stock Exchange Corporation Market Observation Post System and certification of payment of the securities transaction tax.
- Public tender offer in accordance with Article 43-1, paragraph 2 of the Act:
- Both parties shall sign or chop the transfer application and the backside of the stock certificate.
- The stock transfer application shall be stamped by the engaged securities firm showing that the securities transfer tax has been paid.
- Purchase of privately placed stocks pursuant to Article 43-8 of the Act and purchase made in accordance with the circumstances prescribed by this Commission in accordance with paragraph 4 of Article 150 of the Act:
- Both parties shall sign or chop the transfer application and the backside of the stock certificate.
- Attach documents evidencing conformity with the requirements set forth by this Commission and certification of payment of the securities transaction tax.
|
|
Article 26
|
Where a shareholder processes the transfer of stock certificates on his own behalf upon the withdrawal of the shares from centralized custody, the procedures shall be as follows:
- Complete the transfer application.
- Submit the transfer application stamped with the "date of withdrawal" stamp (where the stock certificate is under the custody of a securities finance enterprise, then chopped by it; where the stock certificate is under the custody of centralized securities depository enterprise, then chopped by it) and the original purchase report or other documents, and upon confirmation, complete the transfer.
|
|
Article 27
|
Where a shareholder processes the transfer of stock certificates on his own behalf when for some reason the transfer of stocks cannot be completed on time and request is made to the previous owner for return of stocks and stock dividends have been received, the procedures shall be as follows:
- The original purchase report and the stock delivery voucher issued by the securities firm, or other documentary proof.
- Final judgment of a court, court settlement records, confirmed order for payment, or consent of the previous owner to return stocks.
- Stock certificate obtained from the previous owner.
- Transfer application signed or chopped by both parties (the space allotted on the transfer application for the chop of the transferor may be replaced with the final judgment issued by the court, court settlement records, or confirmed order for payment); upon confirmation, complete the transfer. The backside of the stock certificate shall be stamped with the "change of name" stamp to distinguish it.
|
|
Article 28
|
Where a shareholder processes the transfer of stock certificates on his own behalf for a trust in respect of stock pursuant to Article 4, paragraph 2 of the Trust Act, the procedures shall be as follows:
- The settlor and the trustee shall complete the transfer application and sign or chop the backside of the certificate; where the trustee withdraws the stock from a centralized securities depository enterprise, documents showing that the withdrawal has been made from such enterprise shall be attached, and the trustee shall further place its signature or chop on the space allotted on the transfer application and on the stock certificate for the chop of the transferee.
- Attach the trust deed, and related documents of the tax authority, and upon confirmation by the company, the stamp "trust property" and a date stamp shall be stamped on the roster of shareholders and on the backside of the stock certificate.
- Where the trustee has been changed, an application for change shall be made by attaching the reason for the change.
- Where the trust deed specifies that the beneficiary of the whole or any part of the trust interest is the settlor and, during the term of the trust relationship, such beneficiary is changed to a person other than the settlor, relevant supporting documents from the tax authorities shall be attached.
- When the trust relationship has been terminated, and by law the trust property belongs to the settlor, documents showing that the trust relationship has terminated shall be attached, and upon confirmation by the company, the application to cancel the trust registration shall be made; where by law the trust property belongs to a person other than the settlor, related documents issued by the tax authority shall be attached, and upon confirmation by the company, the application to cancel the trust registration shall be made, and the stamp "registration of termination of trust" and a date stamp shall be stamped on the shareholders register and on the backside of the stock certificate.
- Where the stock certificate is under the custody of a centralized securities depository enterprise, the indication of the trust relationship and matters to be recorded shall be governed by the Regulations Governing Book-Entry Operations for Centrally Deposited Securities.
|