Taiwan Stock Exchange - Rules & Regulations Directory
Article NO. Content
To file for registration of issuance of new restricted employee shares, an issuer shall be required to have a resolution adopted by a majority of the voting rights of the shareholders present at a meeting of shareholders representing two-thirds or more of the total number of issued shares of the company. The issuer is allowed to register multiple issues over a period of 1 year from the date of the shareholders resolution [provided that the combined number of subscribable shares registered does not exceed the number approved by the shareholders meeting].
If the total number of shares represented by the shareholders present is insufficient to satisfy the requirements of the preceding paragraph, the resolution may be adopted by two-thirds of the voting rights of the shareholders present at a meeting of shareholders representing a majority of the total number of issued shares of the company.
To conduct the matters under the preceding two paragraphs, the issuer shall be required to specify the following information in the notice of reasons for convening the shareholders meeting, and may not raise the matters by means of an extraordinary motion:
- The total number of shares to be issued.
- The terms and conditions of issuance.
- Qualifications and conditions for employees and the numbers of shares distributable or subscribable.
- The reasons why it is necessary to issue the new restricted employee shares.
- The expensable amount, the dilution of the company's earnings per share, and any other impact on shareholders equity.