| Article 1 |
These Procedures are adopted pursuant to Article 2 of the Contract for Trading Beneficial Securities or Asset-Backed Securities on the TPEx signed between the Taipei Exchange ("TPEx") and financial asset securitization trustee institutions ("trustees") or special purpose companies (SPCs).
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| Article 2 |
In these Procedures, "material information" of a trustee or SPC means the matters listed below:
- Where there is a likelihood that the conduct of a trustee is damaging trust property and a trust supervisor has requested that it cease the conduct.
- The status of payment by obligors, outstanding and overdue receivables and bad debts, and other material information related to trust property, as provided on a regular basis by a servicer.
- Alteration or termination of a special purpose trust contract.
- Resignation or removal of a trustee, or appointment of a new trustee.
- Notice by an SPC supervisor to a director to cease certain conduct.
- Where the supervisory institution of an SPC duly convenes a meeting of holders of asset-backed securities because of a likelihood of the value of transferred assets being insufficient to pay debts or damaging the interests of the securities holders.
- The status of payment by obligors, outstanding and overdue receivables and bad debts, and other material information related to transferred assets, as provided on a regular basis by a servicer.
- Alteration of the Article s of incorporation of an SPC.
- Dissolution of an SPC.
- Where a trustee or SPC has been subject to a disposition imposed by the competent authority in charge of the relevant industry in accordance with the Financial Asset Securitization Act for violating that Act.
- Important resolutions of meetings of beneficiaries or securities holders.
- Where a trustee uses trust property to borrow funds or an SPC pledges, transfers, exchanges, provides as security, or otherwise disposes of transferred assets.
- Suspension of the powers of any of the directors of an SPC.
- Any other matter that has a significant effect on the rights and interests of beneficiaries or securities holders or the price of securities, or any other significant decisions.
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| Article 3 |
In any circumstance under the subparagraphs of the preceding Article , a trustee or SPC shall input the relevant information into the TPEx-designated Internet reporting system prior to the beginning of trading hours on the first business day following either the date of occurrence or the day on which it is reported in the mass media, provided that when the trustee or SPC publishes a news release prior to that time, it shall input the content of the news release at the same time.
When a trustee or SPC discovers that there has been a mass media report regarding any circumstance under the subparagraphs of the preceding Article , or finds the content of such a report to be factually inaccurate, it shall input an explanatory statement regarding the relevant information into the TPEx-designated Internet reporting system by the first business day following the day on which the mass media report is published.
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| Article 4 |
If the TPEx discovers, either on its own initiative or from evidence-based information provided by an investor (Attachment 1) making an inquiry with the TPEx via facsimile, that a trustee or SPC has failed to publish any material information set out in Article 2, then the TPEx, as it deems necessary, may complete a Public Statement Concerning Material Information of Trustee Institution or Special Purpose Company - Form 1 (Attachment 2) specifying the source and content of the relevant information, and inquire with the trustee's or SPC's spokesperson or deputy spokesperson by facsimile or telephone. The trustee or SPC shall input an explanatory statement regarding the inquiry into the TPEx-designated Internet reporting system within the deadline set by the TPEx.
"Within the deadline set by the TPEx" in the preceding paragraph means if the trustee or SPC receives a TPEx inquiry by facsimile or telephone by 12:30 p.m. on a given business day, it shall input the explanatory statement regarding the inquiry into the TPEx-designated Internet reporting system by market close on the same day; if the trustee or SPC receives a TPEx inquiry by facsimile or telephone after 12:30 p.m. on a given business day, it shall input the explanatory statement regarding the inquiry into the TPEx-designated Internet reporting system by 5 p.m. on the same day.The written investor inquiry of paragraph 1 shall be filled out with the investor's real name, national ID number, address, and contact telephone number. The TPEx may use either the original document or a summary of it in directing inquiries to the trustee or SPC during normal business hours.
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| Article 5 |
To ensure the correctness of and equal access to information, a trustee or SPC may not disclose any information in private before publishing material information.
The material information published by a trustee or SPC shall state in detail the facts of the occurrence and the reasons, and it shall further estimate their impact and indicate any measures to be taken in response.
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| Article 6 |
If a trustee or SPC is unable for any other reason to input any material information into the TPEx-designated Internet reporting system and instead publishes the material information using a Public Statement Concerning Material Information of Trustee Institution or Special Purpose Company - Form 2 (Attachment 3), the TPEx may publicly announce the material information in accordance with applicable requirements or publicly disclose it through the TPEx information transmission system. The TPEx may also transmit photocopies of the aforesaid form to securities brokers for public posting at their place of business and display it at the TPEx Reading Room for reference by the investing public.
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| Article 7 |
If a trustee or SPC violates these Procedures, the TPEx may, as the situation merits, impose a penalty of NT$30,000, and, if additional disclosure is required, notify the trustee or SPC in writing to disclose the relevant information within 2 days from the date on which such written notification is received. If that deadline is not met, the TPEx may impose a penalty of NT$10,000 per day until the date on which the disclosure is made.
If a penalty is imposed, the payment shall be remitted to the TPEx's Administration Department within 5 days after receiving notification from the TPEx of the penalty.
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| Article 8 |
These Procedures, and any amendments hereto, shall be enforced after approval or recordation by the competent authority.
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