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Article NO. Content

Title:

Taiwan Stock Exchange Corporation Directions for the Particulars to be Disclosed in Pro Forma Financial Statements Prepared by a Transferee Company of a Demerger in an Application for TWSE Listing  CH

Amended Date: 2014.12.15 
Categories: Primary Market > Management > Information Disclosure
Article 5     If the item content of a balance sheet cannot be clearly classified or identified as the transferee department's operating business, the listed items and amounts shall follow reasonable basis, with accompanying notes disclosing the principles and reasonableness of the evaluation or revealing the adjustment.
    The accompanying notes shall disclose the fundamental assumptions and calculation methods regarding the conversion rate of issued shares of a demerger's transferee company to the net asset of the spin-off company's.
    Any discrepancy among assets, liabilities and shareholders' equity in the Pro Forma Financial Statements shall be listed as a receivable (payable) item of the spin-off company.
    Prior to the spin-off of a demerger's transferee company, the expenses of each functional service provided by the spin-off company, such as personnel, rent or depreciation, purchase, sale, management and general administration, professional counseling, investment and financing (including amounts payable to the spin-off company with interest calculated by the average loan interest rate of the spin-off company), shall be listed by estimation on a reasonable basis.
    If the item content of a consolidated statement of income cannot be clearly classified or identified as the transferee department's operating business, a reasonable allocation base shall be adopted with respect to the listed items and amounts, with accompanying notes disclosing its reasonableness or revealing the adjustment.
    With regard to the conversion rate of the issued shares of a demerger's transferee company to the net asset of the spin-off company's and the allocation base for each expense item, an opinion shall be sought from a CPA.