| Article 43 |
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| Article 44 |
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| Article 45 |
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| Article 45-1 |
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| Article 45-2 |
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| Article 45-3 |
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| Article 46 |
A securities firm that accepts the account opening of an overseas Chinese or foreign national shall comply with applicable laws and regulations and open the account pursuant to the following provisions:
1.If the principal is specifically approved by the Investment Commission, Ministry of Economic Affairs, the Science-Based Industrial Park Administration, or the Export Processing Zone Administration, it shall retain a photocopy of the approval to sell document, and the power of attorney for filing income tax returns required by the tax authority (submission of the latter is not compulsory during the period when gains from securities trading are exempt from taxation). The account may only accept sell orders and only for the type and amount of securities in its originally approved investment plan. If non-GTSM-listed shares held by a principal not specifically approved by the Investment Commission, Ministry of Economic Affairs, the Science-Based Industrial Park Administration, or the Export Processing Zone Administration prior to the 19 November 1997 amendment of the Act Governing Investment by Foreign Nationals and the Act Governing Investment in Taiwan by Overseas Chinese are subsequently approved for GTSM listing, the principal may commence placing sell orders only after it reports to the GTSM by designated letter, submitting the relevant information regarding the original investment such as transaction statements, remittance statements, and tax payment certificates, and the GTSM responds by letter approving the account opening.
2.Where the securities and the resulting rights for subscription of capitalization increase or stock divided are obtained due to gift, succession, pursuant to Article 167-1, paragraph 2; Article 167-2; Article 235; Article 240; or Article 267 of the Company Act or Article 28-2, paragraph 1, subparagraph 1 or Article 28-3 of the Securities and Exchange Act, or prior to relinquishing one's original nationality or prior to the implementation of the Regulations Governing Investment in Securities by Overseas Chinese and Foreign Nationals and Procedures for Remittance on 28 December 1990, a copy of the passport and the following documents shall be submitted to a securities firm for account opening. Furthermore, the trading shall be limited to the sale of the aforesaid securities.
A.Where the securities and the said entitlements are obtained through gift, transfer procedure shall be completed and the paper of tax-payment or tax-exemption for gift issued per Article 41 of the Estate and Gift Taxes Act shall be submitted.
B.Where the securities and the said entitlements are obtained through succession, transfer procedure shall be completed and the paper of tax-payment or tax-exemption for legacy issued per Article 41 of the Estate and Gift Taxes Act shall be submitted.
C.Where the securities and the said entitlements are obtained pursuant to Article 167-1, paragraph 2; Article 167-2; Article 235; Article 240; or Article 267 of the Company Act or Article 28-2, paragraph 1, subparagraph 1 or Article 28-3 of the Securities and Exchange Act, a certificate of employment valid at the time of subscription, issuance of bonus shares, or taking assignment of shares and documents evidencing the subscription, issuance of bonus shares, or assignment of shares shall be submitted.
D.Where the securities are obtained prior to relinquishing one's original nationality or prior to the implementation of the Regulations Governing Investment in Securities by Overseas Chinese and Foreign Nationals and Procedures for Remittance on 28 December 1990, document proving the source of the securities or other relevant documents shall be submitted.
3.If a principal held the securities of a foreign enterprise before that company became a GTSM primary listed company in Taiwan, the principal shall submit documentary evidence of securities holding issued by the professional shareholder services agent in the ROC engaged by the issuer of those securities or documentary evidence of the employee having subscribed to or been allotted shares in accordance with the laws and regulations of the country of registration of the company, a power of attorney for filing income tax returns required by the tax authority (submission of the latter is not compulsory during the period when gains from securities trading are exempt from taxation), and documentary proof of its identity to the securities firm to conduct account opening. That account may only accept sell orders and only within the amount of the holdings. If the holder of those securities, after opening the present account, subsequently opens an account with a GTSM securities firm for securities trading under Article 46-5, the present account for sell-only trades shall be canceled.
If the principal under the preceding paragraph is an offshore overseas Chinese or foreign natural person, he or she may mandate a Republic of China lawyer, CPA, custodian bank, or securities firm as his or her agent to open a New Taiwan Dollar account at a financial institution to be used solely for purposes of securities settlement, and shall submit the documents listed below:
1.Documentary proof of identity of the principal: certificate of nationality or photocopy of a valid passport, which shall be legalized by an overseas representative office or authorized entity of the Republic of China.
2.Photocopy of the contract for opening of the GTSM securities trading account, and submit for inspection the original of the central depository account passbook.
3.Power of attorney for the agent, which must be legalized by an overseas representative office or authorized entity of the Republic of China.
4.Record of ID Number in the Republic of China issued by the National Immigration Agency of the Ministry of the Interior.
5.A lawyer or CPA mandated as agent must have obtained a license to practice as a lawyer or CPA in the Republic of China, and shall submit for inspection the original of his or her documentary proof of identity and lawyer or CPA license; a custodian bank or securities firm mandated as agent shall provide the original of its business license, the original of which shall be returned after it has been inspected and a photocopy made and retained on file.
Foreign banks with branch offices in the Republic of China may use the name of the branch office to open the account in accordance with Article 45 of these Rules. Such account shall only accept sales orders, and purchase orders shall not be accepted. |
| Article 46-1 |
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| Article 46-2 |
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| Article 46-3 |
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| Article 46-4 |
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| Article 46-5 |
Overseas Chinese and foreign nationals applying to invest directly in domestic securities shall comply with the Regulations Governing Investment in Securities by Overseas Chinese and Foreign Nationals.
To invest in domestic securities, onshore overseas Chinese and foreign nationals shall submit the relevant documents to a GTSM securities firm to carry out registration with the Taiwan Stock Exchange Corporation and obtain an identification number and submit the below-listed documents to the GTSM securities firm for purposes of opening an account for GTSM securities trading.
1.Overseas Chinese and foreign natural persons: passport and overseas Chinese identity certificate (or alien resident certificate).
2.Foreign institutional investor: Ministry of Economic Affairs Recognition Certificate, photocopy of documentation of company registration (or of documentation following amendment registration), a photocopy of the notice of issuance of the uniform serial number for a tax withholding entity issued by the tax authorities (a profit-seeking enterprise may be exempt from submitting such photocopy of such notice) , and the National Identity Card (or Alien Resident Certificate or passport) of the responsible person.
Offshore overseas Chinese and foreign nationals shall carry out registration with the Taiwan Stock Exchange Corporation through their designated domestic agent/representative and obtain an identification number and submit to the GTSM securities firm for purposes of opening an account for GTSM securities trading a photocopy of the National Identity Card or Alien Resident Certificate, or a photocopy of the company registration (or post amendment registration) certification document, of the domestic agent or representative (provided, if such documents, for the same domestic agent/representative and having identical content, have already been submitted to and placed on file by the GTSM securities firm, they need not be resubmitted).
If a GTSM listed or emerging stock company, pursuant to Article 28-2, paragraph 1, subparagraph 1, or Article 28-3 of the Securities and Exchange Act or Article 167-1, 167-2, 235, or 267 of the Company Act, awards securities to overseas foreign-national employees, its overseas subsidiary or branch office, when handling on behalf of overseas foreign-national employees any securities of which the employees receive assignment, to which they subscribe, or which are distributed to them, shall perform registration of a Segregated Collective Investment Account for Overseas Foreign-National Employees in compliance with the applicable registration procedures prescribed by the Taiwan Stock Exchange Corporation; in addition, it shall authorize its agent in Taiwan to open an account with the GTSM securities firm, and shall annex the original undertaking stating that the overseas subsidiary or branch office has actually been authorized by the overseas foreign-national employees, as well as the account opening documents specified in paragraph 3 of this article. Securities trading through that segregated account will be confined to the sale of stocks that those employees have obtained through the exercise of securities subscription rights, as permitted under the above-cited laws and regulations, or through assignment or distribution to them; trading of other securities shall not be engaged in.
A GTSM primary listed company or foreign emerging stock company that issues securities to its foreign national employee or employees pursuant to the laws and regulations of the country where it is registered may, for purposes of disposing those securities on behalf of its employees, carry out registration of a Segregated Collective Investment Account for Foreign National Employees pursuant to the TWSE regulations applicable to registration procedures. Additionally, when it engages its domestic agent to open an account with a GTSM securities firm, it shall, in addition to the account opening documents specified in paragraph 3, affix an original copy of the undertaking by the GTSM primary listed company or emerging stock company stating that it has actually obtained the authorization of the foreign national employees, to apply to the GTSM securities firm for account opening. Such account may not be used for any securities trading other than the sale of stocks obtained by the employees through the exercise of securities warrants or through transfer or distribution.
If the domestic agent as referred to in this article is a bank approved by the Bureau of Monetary Affairs, Financial Supervisory Commission to operate custodial business and it and the GTSM securities firms handling account opening all have network authentication mechanisms, the documents for account opening may be transmitted electronically to open the account. |
| Article 46-6 |
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| Article 46-7 |
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| Article 46-8 |
A Mainland China investor shall designate a domestic agent or representative to carry out registration with the Taiwan Stock Exchange Corporation to obtain an ID number, and shall submit a photocopy of the domestic agent's or representative's ID card or ARC or a photocopy of documents evidencing its corporate registration (or amendment registration) (if the content of the abovementioned documents submitted by the same domestic agent or representative is the same, and such documents have been retained on file by the securities firm trading on the GTSM, the submission may be exempted) to open an account for GTSM securities trading at a securities firm that trades on the GTSM.
When the domestic agent for a qualified institutional investor approved by the competent authority for the securities industry in Mainland China opens an account at a securities broker, the domestic agent shall, in addition to the documents as mentioned in the preceding paragraph, submit documentary proof of the approval of the qualified institutional investor by the competent authority for the securities industry in Mainland China, documentation of the overseas investment limit approved by the competent authority for foreign exchange business in Mainland China, and a photocopy of the letter of approval issued by the TWSE for the inward remittance amount of the Mainland qualified institutional investor, to open the account for securities trading.
Article 46-5, paragraph 6 hereof shall apply mutatis mutandis to the domestic agents mentioned in paragraph 1.
If, after the registration is completed, any of the circumstances under Article 8 of the Regulations Governing Securities Investment and Futures Trading in Taiwan by Mainland China Area Investors occurs to a Mainland China investor and the registration is thus cancelled by the Taiwan Stock Exchange Corporation, the securities broker may not accept buy orders, and shall cancel the account after the balance in such account has been liquidated, and then report the closing of the case to the GTSM. |
| Article 46-9 |
If a stock (or evidentiary certificates representing stock) issued by a foreign issuer is being listed on the GTSM in Taiwan, the domestic agent or representative of a Mainland China shareholder shall, when opening an account at a GTSM securities firm, submit in addition to the documents for account opening as mentioned in paragraph 1 of the preceding Article the documentary proof issued by the shareholder services agent of such foreign issuer that such Mainland China shareholders have held the stock (or certificates representing the stock) prior to the GTSM listing of the stock (or certificates representing the stock) in Taiwan, or the documentary proof that mainland China national employees have subscribed to or been allotted shares in accordance with the laws and regulations of the country of registration. Such accounts are permitted to handle only the sale of stock issued by such foreign issuer, and may not be used for other securities trading.
If a GTSM listed company issues securities to Mainland China employees pursuant to Article 28-2, paragraph 1, subparagraph 1 or Article 28-3 of the Securities and Exchange Act, or Article 235 or 267 of the Company Act, its overseas subsidiary or branch office, when handling the assignment, subscription, or distribution of securities for Mainland China employees, shall carry out registration of a Mainland China employee collective investment account pursuant to relevant TWSE operation directions regarding registration; when engaging the domestic agent to open an account at a GTSM securities firm, in addition to the documents for account opening specified in paragraph 1, it also shall submit the original copy of the undertaking by the overseas subsidiaries or branch office stating that it has duly obtained the authorization from the Mainland China employees to open the account at the GTSM securities firm. Such account shall only be used for the sale of stock that such employees have obtained through the exercise of securities subscription rights under the above-mentioned laws, or through assignment or distribution, and may not be used for any other securities trading.
A GTSM primary listed company that issues securities to its employee or employees who are mainland China nationals pursuant to the laws and regulations of the country where it is registered shall, where for purposes of disposing those securities on behalf of its employees, carry out registration of a Segregated Collective Investment Account for Mainland China Employees pursuant to the TWSE regulations applicable to registration procedures. Additionally, when it engages its domestic agent to open an account with a GTSM securities firm, it shall, in addition to the account opening documents specified in paragraph 1, affix an original copy of the undertaking by the GTSM primary listed company stating that it has actually obtained the authorization of the Mainland China employees, to apply to the GTSM securities firm for account opening. Such account may not be used for any securities trading other than the sale of stocks obtained by the employees through the exercise of securities warrants or through transfer or distribution.
Paragraphs 3 and 4 of the preceding article shall apply mutatis mutandis to the registration operations under this Article. |
| Article 47 |
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| Article 48 |
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| Article 49 |
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