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Article NO. Content


Regulations Governing Information to be Published in Financial Institution Prospectuses for Offering and Issuance of Securities  CH

Amended Date: 2020.03.24 
Article 13 The section on corporate bonds (including offshore corporate bonds) shall include the following items:
1.For all unredeemed corporate bonds and corporate bonds undergoing private placement, items to be disclosed shall be in accordance with Article 248 of the Company Act. If an FSC-approved or -recognized credit rating institution has been engaged to conduct credit rating thereof, the name of the credit rating institution, the date of the rating and the credit rating result on the corporate bonds shall also be disclosed. If they are attached with conversion, exchange, or warrant rights, the relevant matters required to be disclosed shall be as set out in subparagraph 1 of the preceding article. (Attachment 26)
2.Corporate bonds maturing within in one year: The redemption rules and the monetary amount for the corporate bonds to mature in one year shall be disclosed.
3.For any issued convertible corporate bonds which are convertible to common shares, overseas depositary receipts, or any other securities, exchangeable corporate bonds, and corporate bonds with warrants, the relevant matters required to be disclosed shall be as set out in subparagraph 1 of the preceding article. (Attachments 27 to 29)
4.If the company adopts the shelf registration method for the offering and issuance of ordinary corporate bonds, disclose relevant information concerning the projected total issue amount, the already issued total amount, and the balance amount for the shelf registration. (Attachment 30)
5.Status of private placements of corporate bonds in the three most recent years, and in the current fiscal year up to the date of publication of the prospectus: Disclose the types of corporate bonds; dates and quantities passed at a board of directors meeting or shareholders meeting; basis for and reasonableness of the pricing; means of selecting the specified persons (where the placees have already been arranged, the names of the placees and the relationship between the placees and the company shall also be described); the reasons necessitating the private placement; the targets of the private placement, their qualifications, subscription amounts, subscription price, relationship with the company, participation in the operations of the company, actual subscription (or conversion) price, the difference between the actual subscription (or conversion) price and the reference price; the effect of the private placement on shareholders' equity; and for the period from receipt of payment in full to the completion of the related capital allocation plan, the status of use of the capital raised through the private placement of corporate shares, the implementation progress of the plan, and the status of realization of the benefits of the plan. (Attachment 31)