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41
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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, an exchange-traded futures trust fund (collectively, "exchange traded funds", "ETFs") or active exchange-traded securities investment trust fund ("active securities investment trust ETF") 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 and exchange-traded notes (ETNs) 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, call (put) warrant issuer, or ETN 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.
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45
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Where the name, type of securities, price per unit, outstanding shares, or other contents are changed, the changes shall be processed in accordance with the laws, and further the "Application for Amending the Listed Securities Registers," and the "Plan for Exchange of Securities Certificates" shall be sent to the TWSE to apply for change of content of the listed securities. The TWSE listed company shall send the required documents to the TWSE and file a report on the Internet information reporting system designated by the TWSE during the time period specified by the TWSE, and before the last day the shareholders list may be changed. In the case of change of the company name, within 3 years from the approval date of such change, all the issued securities and other information to be published as required shall be disclosed in the new name as well as the old name. For 3 consecutive months after the company name change, the said information shall be publicly announced on the Internet information reporting system designated by the TWSE. In the case of capital reduction registration, the procedural provisions for delivering the new replacement securities by scripless book-entry transfer shall be carried out within 3 months from the date on which the exchange plan in the "Plan for Exchange of Securities Certificates" submitted to the Competent Authority is approved. Thereafter, the said exchange plan shall be actually implemented. If the issuance of new replacement shares resulting from capital decrease is likely to fall behind schedule or there might be any abnormal situation, the TWSE shall be notified in writing in advance; provided, however, that issuance of new replacement shares may be waived in the case of buy back of treasury stocks and cancellation of shares under Article 28-2 of the Securities and Exchange Act.
The Plan for Exchange of Share Certificates referred to in the preceding paragraph shall be adopted in accordance with the Procedures for Replacement of Securities Certificates by Listed Companies prescribed by the TWSE.
In the event of slip or reverse split of ETF beneficial certificates or active securities investment trust ETF beneficial certificates managed by a SITE or an FTE upon approval of the Competent Authority, the enterprise shall file an application to the TWSE according to the TWSE Operating Procedures Governing the Split and Reverse Split of Listed Exchange-Traded Fund Beneficial Certificates or Active Exchange-Traded Securities Investment Trust Fund Beneficial Certificates.
Where the volume of the total newly replaced stocks has reached 30 percent of its total listed shares, the TWSE listed company may designate the listing date of the new shares (identical with the last day of trading of old shares), and submit an application to the TWSE, for public announcement and implementation after review and approval by the TWSE.
Where the volume of the total newly replaced stocks has not reached 30 percent of total listed shares of the TWSE listed company, if the TWSE listed company makes a written undertaking that starting from the date the new shares are traded, the replacement procedures will be commenced and any old shares received will be replaced with new shares on the same date, the procedures enumerated in the preceding paragraph shall apply. If it does not issue the written undertaking, the designation of the listing date of the new shares (identical with the last day of trading of old shares) shall not at the latest be later than 30 days after the first date on which the old shares are replaced with new shares. Further, commencing from the above date, it shall continue with the replacement procedures and issue new replacement shares on the same date on which it receives the old shares.
The provisions of this article shall apply mutatis mutandis to any change in connection with stocks issued by a TWSE secondary listed company or securities of a foreign company represented by Taiwan Depositary Receipts issued by a foreign issuer and its depositary institution.
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50-2
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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:
- Any circumstance specified in Article 79, paragraph 2 or 3 of the Regulations Governing Securities Investment Trust Funds.
- 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.
- The total issued value of the securities investment trust fund falls below NT$800 million due to opening of redemption.
- Any material information on the net asset value per unit of beneficial interest on the most recent business day of the closed-end fund managed by the SITE as posted on the Market Observation Post System, being zero or negative.
- 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 or active securities investment trust ETF managed by any SITE or FTE, the TWSE may delist its beneficial certificates and report to the Competent Authority for recordation:
- 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.
- 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.
- 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.
- Any material information on the net asset value per unit of beneficial interest of the ETF or active securities investment trust ETF managed by the SITE or FTE as posted on the Market Observation Post System, being zero or negative.
- 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 or the master agent entrusted by an institution appointed by such institution, the TWSE may delist its beneficial certificates, and report to the Competent Authority for recordation:
- The competent authority of the place of registration or Taiwan's Competent Authority has canceled the approval for the offshore ETF.
- Taiwan's Competent Authority has granted approval for termination of the offering and sale of the fund within Taiwan.
- The offshore ETF is delisted from the exchange on which it was first listed.
- Any material information on the net asset value per unit of beneficial interest of the offshore ETF handled by the aforementioned offshore fund institution or entrusted master agent as posted on the Market Observation Post System, being zero or negative.
- 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.
- Any other circumstance in which the TWSE deems delisting necessary for purposes of protecting the public interest or the rights and interests of investors.
The TWSE may delist the additional beneficial certificates in other foreign currency managed by a SITE and report to the Competent Authority for recordation if any of the following circumstances applies:
- Any circumstance stipulated in the securities investment trust contract of the listed beneficial certificate as grounds for termination, where the SITE has applied to the TWSE for delisting.
- The TWSE has delisted the beneficial certificates of the additional exchange-traded funds.
- Where for any other reason the TWSE deems it necessary to delist the beneficial certificates.
Where a closed-end fund, ETF, active securities investment trust ETF or offshore ETF shall be delisted in accordance with paragraph 2, subparagraph 4; paragraph 3, subpargraph 4; or paragraph 4, subparagraph 4, the TWSE will immediatley announce publicly the suspension of trading of its listed beneficial certificates until the delisting date. The same applies to foreign-currency beneficial certificates of an ETF if the circumstance for delisting in paragraph 3, subparagraph 4 applies to the underlying ETF.
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79-1
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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 principal's custodial book-entry account balance, provided that this rule does not apply in any of the circumstances listed below:
- Settlement is handled by a custodian institution on behalf of the securities broker.
- Brokerage orders to sell securities short.
- Brokerage orders to sell securities to settle a margin purchase.
- Brokerage orders to sell securities that had been deposited as collateral for a margin trade that has already been liquidated.
- Brokerage orders to sell collateral that had been provided for borrowing of funds or for settlement financing.
- Brokerage orders to sell collateral that is eligible to be withdrawn in securities borrowing and lending.
- Brokerage orders to sell securities in special accounts set up for the handling of events of default.
- Brokerage orders to sell securities lent on the previous business day pursuant to Chapter 3 of the TWSE Securities Borrowing and Lending Rules.
- 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.
- Brokerage orders to sell securities the borrowing of which has been confirmed but that have not yet been remitted in.
- Brokerage orders to sell securities under pledge that are being disposed by the pledge.
- 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.
- Brokerage orders to sell ETF beneficial certificates, active securities investment trust ETF beneficial certificates or beneficiary certificate component securities portfolio, pursuant to Article 14 of the TWSE Rules Governing Trading of Beneficial Certificates
- Brokerage orders to sell securities bought on the previous business day.
- Brokerage orders to sell securities pursuant to the Operational Rules Governing Day Trades of Securities.
- 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.
- Other exempted circumstances as announced by the TWSE.
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99
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A securities dealer that trades securities for purposes of meeting hedging needs in connection with call (put) warrant issuance or financial derivatives trading, or acting as a liquidity provider for call (put) warrants or ETF beneficial certificates, active securities investment trust ETF beneficial certificates or subscribing to or redeeming ETF beneficial certificates or active securities investment trust ETF beneficial certificates, shall separately establish a segregated account for the trading quotes.
When the TWSE has concerns that a securities dealer's trading of securities may impact normal market circumstances, the TWSE may file with the Competent Authority to limit its trading volume or price for a portion of, or all, securities.
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