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Article NO. Content


Taiwan Stock Exchange Corporation Directions for Lead Securities Underwriters Mandated to Assist Principals in Complying with ROC Laws and Regulations and the Taiwan Stock Exchange Corporation Rules Related to TWSE Listing  CH

Amended Date: 2022.09.21 
Categories: Primary Market > Management > Primary Listings
Article 3     The mandate contract entered into between the lead securities underwriter and the Principal shall be adopted by the Principal’s board of directors include at least the following matters:
  1. Duration of the mandate contract:
    1. From the initial TWSE listing date of the stock of the TWSE primary listed company, Taiwan Innovation Board (TIB) listed company, and TIB primary listed company to the three subsequent fiscal years. If the case being handled is a case under Article 6, paragraph 1, subparagraphs 1 to 3 of the Regulations Governing the Offering and Issuance of Securities by Foreign Issuers ("Foreign Issuer Regulations"), Article 6, paragraph 3 of the Foreign Issuer Regulations should apply.
    2. For the listing of stocks on the Taiwan Innovation Board, the mandate shall continue from the date of initial listing.
  2. Before holding press conferences regarding material information, the Principal shall notify and consult the lead securities underwriter. The lead securities underwriter shall be obligated to faithfully maintain the confidentiality of any undisclosed information of the TWSE listed company that it has learned.
  3. Assist the Principal annually during the duration of the mandate contract in the relevant procedures and reporting matters when the Principal holds or is invited to participate in an investor conference in the ROC.
  4. During the duration of the mandate contract, the lead securities underwriter shall assign personnel to the Principal’s board of directors meetings as non-voting delegates, review minutes of board of directors’ meetings after the meetings, and establish communication mechanisms with independent directors. The lead securities underwriter shall also assist the Principal in selecting eligible director nominees to form an effectively functioning board of directors.
  5. When the lead securities underwriter makes a request to access or read relevant information in accordance with TWSE requirements or the stipulations of the mandate contract, the Principal shall cooperate with the request.
  6. When the lead securities underwriter assists the Principal in legal compliance pursuant to the mandate contract, it shall exercise the due care of a good administrator. If any matter attributable to the lead securities underwriter results in a breach of the mandate contract, the lead securities underwriter shall be held liable for damages for any injury caused to the Principal (including, but not limited to, any default penalty, change of trading method, suspension of trading, or delisting imposed on the Principal by the TWSE).