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Article NO. Content


Regulations Governing the Offering and Issuance of Securities by Foreign Issuers  CH

Amended Date: 2021.03.29 (Articles 3, 5, 6, 8, 9-1, 65 amended,English version coming soon)
Current English version amended on 2015.11.12 
Article 61     A primary exchange (or OTC) listed company or emerging stock company that issues employee stock warrants or new restricted employee shares shall prepare a prospectus with the content in the Chinese language or a Chinese-English bilingual format, provided that if the English-Chinese bilingual format is used and there is any discrepancy in the interpretation of the meaning of the text, the Chinese version shall prevail.
    The content of the prospectus referred to in the preceding paragraph shall meet the requirements listed below, and additionally shall comply, mutatis mutandis, with Chapter III of the Regulations Governing Information to be Published in Public Offering and Issuance Prospectuses:
  1. The content below shall be printed prominently on the front cover of the prospectus:
    1. Country of registration of the issuer.
    2. The issuer is a company that is a foreign enterprise listed in Taiwan using New Taiwan Dollars.
  2. The following matters shall be printed on the inside front cover of the prospectus:
    1. Name of the domestic lawyer who prepared the legal opinion, and the name, address, web address, and telephone number of the law firm. If opinions of any other lawyers are used (e.g. lawyers of the country of registration and the country of the principal place of business), the above information for those lawyers shall also be disclosed together.
    2. Name, job title, contact telephone number, and e-mail address of the litigious and non-litigious agent within the ROC.
  3. Content of the prospectus:
    1. Company overview, including a company introduction and the structure of the group.
    2. The financial statements printed in the prospectus shall be the consolidated financial statements audited and attested by a CPA, and the CPA audit report, for the most recent 2 fiscal years as of the time of the filing for the issue of employee stock warrants or new restricted employee shares.
    3. If the filing date falls more than 45 days after the end of a given quarter, the consolidated financial statement for the most recent quarter reviewed by a CPA (but not including the accompanying notes and schedules of the financial statement), and the CPA review report, shall additionally be submitted.
    If, before the printing of the prospectus, there is any most recent financial statement audited by a CPA, it shall also be disclosed therewith.