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Article 53-31
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Where a single TWSE listed company is converted into a financial holding company pursuant to Article 29 of the Financial Holding Company Act, the securities of the financial holding company shall be listed for trading on the TWSE from the record date of the share conversion, and the securities of the original TWSE listed company shall be delisted on the same date.
The provisions of the preceding paragraph shall also apply in cases where multiple TWSE listed or Taipei Exchange listed companies, at least one of which is a TWSE listed company, are converted into a single financial holding company. However, if any company that is neither TWSE listed nor Taipei Exchange listed is converted together with other TWSE listed or Taipei Exchange listed companies, such unlisted company shall conform to the following conditions:
- It shall be free of any of the circumstances specified in subparagraphs 1, 3, 4, 6, 8, or 12 of paragraph 1 of Article 9 of the TWSE's Rules Governing Review of Securities Listings.
- Its financial reports for the most recent fiscal year shall have been audited by a CPA approved by the Competent Authority to perform auditing and attestation of financial reports of public companies, and have received an unqualified opinion from such CPA.
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Article 53-33
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If any circumstance in Article 53-31 applies to a TWSE listed company(ies), the TWSE listed company whose converted shares are anticipated to account for the greatest proportion of the anticipated issued shares of the financial holding company shall carry out with the TWSE the various procedures set forth in the subparagraphs hereinbelow on behalf of all the companies whose shares are being converted, and, after the TWSE has reviewed the case for compliance with regulations, the trading of such company's(ies') original TWSE listed securities shall be suspended 8 trading days prior to (and non-inclusive of) the record date of the share conversion:
- An Application for Listing of Shares of a TWSE Listed Company Converted into a Financial Holding Company shall be completed and filed, along with all specified attachments, with the TWSE at least 30 trading days prior to (and non-inclusive of) the record date of the share conversion.
- A Declaration of Book Closure of Share Transfer Registrations shall be completed, and the TWSE shall make an announcement to the market of book closure of the shareholder registers of the TWSE listed companies participating in the conversion into a financial holding company.
When a TWSE listed financial holding company receives assignment of shares of another company(ies) limited by shares pursuant to Article 53-32, the financial holding company shall complete an Application for Listing of Stock of a Financial Holding Company Converted from Shares of a Company(ies) Limited by Shares, and file it, along with all specified attachments, with the TWSE at least 30 trading days prior to (and non-inclusive of) the record date of the share conversion. And if the companies limited by shares that are converting shares into the already TWSE listed financial holding company are themselves TWSE listed companies, those TWSE listed companies shall do as specified in subparagraph 2 of the preceding paragraph.
The Agreement for Listing of the securities of a financial holding company, and the termination of the Agreement for Listing of the securities of the original listed company, under the preceding two paragraphs, shall be reported by the TWSE to the Competent Authority for recordation.
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