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Title	Taiwan Depository & Clearing Corporation Directions for the Handling of Book-Entry Operations for Securities Trusts CH
Date	2023.04.11 ( Amended )

Article Content

Chapter 1 General Principles

Article 1	These Directions are adopted pursuant to Articles 12, 13, 26, 46, 54, 61-9, 80-8, 80-9, 91-4, and 101 of the Operating Rules of the Taiwan Depository & Clearing Corporation (TDCC).
Article 2	A participant shall carry out account opening and information file creation operations for a trustee's depository account in accordance with the following procedures: The trustee shall open a trust depository account ("trust account") at the participant based on the type of trust agreement, will, or charitable trust: A trustee applying to a participant to open a trust account shall submit a completed "Application for Customer's Opening of Securities Depository Account" and "Application for Creation of File for Detailed Trust Account Information," together with a photocopy of the trust agreement (or of the short form of the agreement if the trustee is a trust enterprise), a photocopy of the notice of assignment of uniform ID number from the tax authority, and other relevant materials. If the account opening application is made based on a charitable trust and does not involve a trust agreement, the trustee shall instead submit a photocopy of the approval document from the competent authority in charge of the relevant industry. When a trustee that is not a trust enterprise handles a testamentary trust, at the time of applying to open the trust account, a notarized original of the will may be substituted for the photocopy of the trust agreement (if the notarization is done by a civil notary public, relevant proof that the notary public has the authority to notarize shall also be submitted). After reviewing and verifying the accuracy of the content, the participant shall proceed in accordance with the following procedures: Execute an "Account Opening - Creation of Basic Information File" transaction (transaction code: 140) and input the account number, account type (account type: 02 for a securities firm and 43 for an issuer), tax withholding entity uniform ID number, trustee's basic information and account name (the account name shall be the name of tax withholding entity as assigned by the tax authority), and other relevant information to notify TDCC of the same. It shall also execute a "Trust/Discretionary Investment/English Account Name Maintenance" transaction (transaction code: 179; this operation is not required for a charitable trust) and input the account number and the account name as "○○○ Trust Account in its Capacity as Trustee for ○○○." If the securities to be held in custody are restricted stock awarded to an employee, the account name shall be input as "○○○ Trust Account in its Capacity as Trustee for Restricted Shares of ○○ Company's Employee, ○○○, with/without Voting Rights and with/without Right to Dividend." Execute a "Notation of Trust and Creation of File for Related Parties" transaction (transaction code: 540; processing type: 1. Notation of Trust) to make a notation of trust. Execute a "Notation of Trust and Creation of File for Related Parties" transaction (transaction code: 540; processing type: 3. Add) and create a file for trust related party information by inputting the name, date of birth or establishment, and national ID number or business administration number of the trustee(s), the trustor(s), the beneficiary(ies), and any other related party. Execute a "Trust Account Basic Information Query" transaction (transaction code: 541) to print a "Query Datasheet for Change of Trust Related Party" for verification. In the case of a trustee that is a trust enterprise and that opens a collective trust account ("collective trust account") at a participant based on the type of business: If the trustee is a trust enterprise and applies to open a collective trust account based on the type of business (for funds held collectively in trust, such as an employee stock ownership trust, a joint trust fund, or a collective management and allocation account), the trustee and the participant shall proceed in accordance with the procedures set out in items A, B.a, and B.b of the preceding subparagraph, except that when the participant executes a "Trust/Discretionary Investment/English Account Name Maintenance" transaction (transaction code: 179; this operation is not required for a joint trust fund, a collective management and allocation account, or otherwise for which special approval has been given), the account name shall be input as "○○○ Collective Trust Account." If the securities to be held in custody are restricted stock awarded to employees, the account name shall be input as "○○○ Trust Account in its Capacity as Trustee for Restricted Shares of ○○ Company's Employees, with/without Voting Rights and with/without Right to Dividend." In the case of a trustee that is a trust enterprise and that applies to TDCC to open a depository account and become a participant: The trustee must sign an account opening agreement with TDCC and become a participant. However, such an agreement is not required if the trustee is a custodian and is already a TDCC participant. The trustee shall open a trust account (account type: 90) under its depository account based on the type of trust agreement, will, or charitable trust in accordance with the procedures set out in subparagraph 1, or open a collective trust account (account type: 90; the account type is 30 for a joint trust fund or collective management and allocation account) under its depository account based on the type of business in accordance with the procedures set out in the preceding subparagraph. After the account is opened, the trustee shall then submit relevant materials and apply to a securities firm to open a trust account or collective trust account. After reviewing and verifying the accuracy of the content, the securities firm shall proceed in accordance with the following procedures: Execute a "Custodian Transaction Relationship Registration" transaction (transaction code: 156) and input the account number, account type (account type: 91; the account type is 31 for a joint trust fund or collective management and allocation account), tax withholding entity uniform ID number, trustee's basic information and account name (the account name shall be the name of tax withholding entity as assigned by the tax authority), and other relevant information to notify TDCC of the same. Execute a "Trust-Related Information - Creation of File and Adjustment" transaction (transaction code: 540; processing type: 1. Notation of Trust) to make a notation of trust. If 2 or more trustees are involved, a consent form shall be additionally submitted appointing one of them as a representative to carry out the account opening procedures and exercise relevant rights on behalf of both or all trustees.
Article 3	A participant shall carry out the operations for amending information relating to a trustee's depository account in accordance with the following procedures: To change its basic information, a trustee shall apply to a participant by submitting a completed "Customer Profile Amendment Request." After reviewing and verifying the accuracy of the content, the participant shall execute a "Customer Profile Maintenance" transaction (transaction code: 146) and change the trustee's basic information. To change a trust related party's basic information or identity type, or to add or delete a trust related party, a trustee shall apply to a participant by submitting a completed "Application for Creation of File for Detailed Trust Account Information," together with relevant documentation (photocopy of the relevant official letter or trust agreement, or other documentary proof). To change a trustee’s representative, the trustee shall instead submit a photocopy of the trust agreement and a consent form. When a beneficiary is changed from a trustor to a non-trustor, or a beneficiary dies and a change of beneficiary is made for the beneficiary's outstanding entitlement to the trust benefits, during the term of the trust relationship, the trustee shall additionally submit relevant documentary proof from the tax authority. After reviewing and verifying the accuracy of the content, the participant shall, according to the relevant processing type, execute a "Notation of Trust and Creation of File for Related Parties" transaction (transaction code: 540; processing type: 4. Change, 3. Add, or 5. Delete) and make a change of trust related party information. It shall also execute a "Trust Account Basic Information Query" transaction (transaction code: 541) to print a "Query Datasheet for Change of Trust Related Party" for verification.

Chapter 2 Delivery and Transfer of Trust Securities

Article 4	A participant shall carry out delivery operations for depositing trust securities in accordance with the following procedures: A trustee shall submit securities for which a trust registration has been completed with the issuer and apply to a securities firm to deposit the securities to the trust account or collective trust account. After reviewing and verifying the accuracy of the content, the securities firm shall execute a "Securities Deposit" transaction (transaction code: 110) or a "Serially Numbered Securities Deposit" transaction (transaction code: 214) and input the account number for receiving the deposit delivery, the securities code, and other relevant information to notify TDCC of the same. It shall also execute a "Changes in Deposited Securities - Summary Balance /Query" transaction (transaction code: 264) and a "Deposit List - Print" transaction (transaction code: 241) to print a "Securities Deposit - Summary Balance Query Datasheet" and "Deposit List" and submit the datasheet and list, together with the securities under the trust registration, to TDCC for checking. After checking and verifying the accuracy of the content, TDCC will send the securities to the issuer to strike the names of previous owners from the certificates, and the issuer will cancel the original trust registration.
Article 5	A participant shall carry out the operations for transfer of trust securities under TDCC custody in accordance with the following procedures: A trustor applying to a participant for a transfer of trust securities shall submit the securities passbook (not required for a paperless account) and a completed "Trust Transfer Application - Substitute for Debit Voucher," together with a photocopy of the trust agreement or will, a tax clearance or exemption certificate from the tax authority, and other relevant materials (the tax clearance or exemption certificate is not required if the beneficiary is the trustor). After reviewing and verifying the accuracy of the content, the participant shall execute a "Trust Transfer" transaction (transaction code: 543) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. If the securities are tax-deferred or tax-payment-deferred shares and the beneficiary of the trust benefits is the trustor, the participant shall additionally input the type of tax deferral/tax payment deferral. If the securities are tax-deferred or tax-payment-deferred shares and the beneficiary of the trust benefits is not the trustor, the participant shall first execute a "Notification of Removal of Notation of Tax Deferral or Tax Payment Deferral" transaction (transaction code: 674) before proceeding with the operation, and shall afterwards report to the tax authority the transfer of tax-deferred or tax-payment-deferred shares. TDCC will immediately make the transfer after verifying that the receiving account is a trust account and the transferring account is owned by the trustor of the trust account, or that the receiving account is a collective trust account. If the securities are restricted stock awarded to an employee, TDCC will retain the notation of restriction. If the securities are tax-deferred or tax-payment-deferred shares and the beneficiary of the trust benefits is the trustor, TDCC will immediately make the transfer after verifying that the beneficiary is the trustor and the receiving account is not a collective trust account.
Article 6	With respect to transfer operations for securities trades by a trustee that is not a TDCC participant, TDCC will execute book-entry transfers and make account book entries according to the procedures currently applicable to securities trades by general customers. With respect to transfer operations for securities trades by a trustee that is a securities firm concurrently conducting trust business, TDCC will proceed according to the preceding paragraph. With respect to transfer operations for securities trades by a trustee that is a participant other than as described in the preceding paragraph, TDCC will proceed in accordance with Articles 46, 54, or 61-9 of the TDCC Operating Rules. For securities bought, the securities firm shall subsequently execute a "Deposited Securities Transfer" transaction (transaction code: 130) or a "Custodian Customer Buy/Transfer" transaction (transaction code: 134) to transfer the securities to the trustee's trust account or collective trust account.
Article 7	When a trustor changes a trustee, the transfer of securities between the former trustee and the new trustee shall be subject to the following procedures: The former trustee shall apply to a participant for a transfer by submitting a completed "Trust Transfer Application - Substitute for Debit Voucher," together with the relevant documentation. After reviewing and verifying the accuracy of the content and applying to TDCC for a transfer, the participant shall execute a "Trust Transfer" transaction (transaction code: 543) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. TDCC will immediately make the transfer after verifying that the transferring account is a trust account or collective trust account and the receiving account is owned by the new trustee.
Article 8	Upon distribution of trust benefits or termination of a trust relationship, the transfer of securities between the trustee and a beneficiary shall be subject to the following procedures: The trustee shall, by submitting a completed "Trust Transfer Application - Substitute for Debit Voucher," apply to a participant to transfer the securities from its trust account or collective trust account to the beneficiary's depository account. If the securities are restricted stock awarded to an employee and the employee elects to defer the payment of the income tax, the trustee shall apply to transfer the shares to the employee's general custody account under the issuer's depository account. After reviewing and verifying the accuracy of the content, the participant shall execute a "Trust Transfer" transaction (transaction code: 543) or "Trust Transfer of Batch/Clear File Setting" transaction (transaction code: 544) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. If the securities are restricted stock awarded to an employee, the participant shall execute a "Restriction-on-Transfer Distribution Information Maintenance" transaction (transaction code: 606) or a "Restriction-on-Transfer Distribution/Delivery Information Maintenance - Electronic Transmission" transaction (transaction code: 606S) to notify TDCC. The participant shall proceed with the subsequent operation only after TDCC has removed the notation of restriction. After receiving a notification under the preceding paragraph, TDCC will proceed in accordance with the procedures below; if the securities are tax-deferred or tax-payment-deferred shares, TDCC shall verify that the receiving account is owned by the trustor: If the participant executes a "Trust Transfer" transaction (transaction code: 543), TDCC will immediately make the transfer after verifying that the transferring account is a trust account and the receiving account is owned by the beneficiary, or that the transferring account is a collective trust account. If the participant executes a "Trust Transfer of Batch/Clear File Setting" transaction (transaction code: 544), TDCC, after verifying that the transferring account is a collective trust account, will make the transfer on the next business day. After shares are transferred to an employee's general custody account, as described in subparagraph 1 of the preceding paragraph, the trustee shall notify the issuer to proceed with the maintenance operation for the employee's tax-payment-deferred shares in accordance with the TDCC Directions for the Handling by Issuers of Registration and Book-Entry Delivery Operations for Securities Issued in Dematerialized Form.
Article 9	If a trust relationship is found to be non-existent or invalid or is revoked or voided, or upon occurrence of a similar cause, the transfer of securities between the trustee and the trustor shall be subject to the following procedures: The trustee shall apply to a participant for a transfer by submitting a completed "Trust Transfer Application - Substitute for Debit Voucher," together with relevant documentary proof showing the extinguishment of the trust relationship. After reviewing and verifying the accuracy of the content and applying to TDCC for a transfer, the participant shall execute a "Trust Transfer" transaction (transaction code: 543) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. TDCC will immediately make the transfer after verifying that the transferring account is a trust account or collective trust account and the receiving account is owned by the trustor.
Article 10	The transfer of securities between a trustee and a non-beneficiary or non-trustor third party for any other cause shall be subject to the following procedures: The trustee shall apply to a participant for a transfer by submitting a completed "Trust Transfer Application - Substitute for Debit Voucher," together with a securities transaction tax clearance certificate. If the securities under the transfer application are exchange-listed securities and are in an amount exceeding 1 trading unit, the trustee shall additionally submit an approval document from the competent securities authority. After reviewing and verifying the accuracy of the content, the participant shall execute a "Trust Transfer" transaction (transaction code: 543) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. If the securities are tax-deferred or tax-payment-deferred shares, the participant shall first execute a "Notification of Removal of Notation of Tax Deferral or Tax Payment Deferral" transaction (transaction code: 674) before proceeding with the operation, and shall afterwards report to the tax authority the transfer of tax-deferred or tax-payment-deferred shares. TDCC will immediately make the transfer after verifying that the transferring account is a trust account or collective trust account and the receiving account is owned by the third party. When an issuer, as provided for by its issuance rules, retires or purchases its restricted stock awarded to an employee, the transfer of the securities between the trustee and the issuer shall be subject to the following procedures: The trustee shall apply to a participant for a transfer by submitting a completed "Trust Transfer Application - Substitute for Debit Voucher," together with a copy of the issuer's notice of retirement or purchase. After reviewing and verifying the accuracy of the content and applying to TDCC for a transfer, the participant shall execute a "Trust Transfer" transaction (transaction code: 543) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. TDCC will immediately make the transfer, while retaining the notation of restriction, after verifying that the transferring account is a trust account or collective trust account and the receiving account is the issuer's retirement/purchase account for restricted stock awarded to employees.
Article 11	The transfer of securities between a trustee's trust account or collective trust account to its other trust account or collective trust account shall be subject to the following procedures: The trustee shall, by submitting a completed "Trust Transfer Application - Substitute for Debit Voucher," apply to a participant to transfer securities from the trustee's trust account or collective trust account to another trust account or collective trust account opened by it. After reviewing and verifying the accuracy of the content, the participant shall execute a "Trust Transfer" transaction (transaction code: 543) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. TDCC will immediately make the transfer after verifying that the transferring and receiving accounts are both trust accounts and the national ID number or business administration number or tax withholding entity uniform ID number of the trustee, the trustor, and the representative of beneficiaries are the same as on record, or that the transferring account or receiving account, as the case may be, is a collective trust account or trust account and its tax withholding entity uniform ID number is the same as on record.

Chapter 3 Corporate Actions

Article 12

After carrying out trust transfer operations for private placement shares, convertible corporate bonds, or any other equity securities pursuant to the applicable provisions of Articles 5 and 7 to 11, TDCC will prepare a "Trust Transfer Notice for Private Placement Equity Securities" with respect to trust transfers initiated other than by application by the issuer, and send the notice to the issuer or its transfer agent on the next business day.

Article 13

When there is a book closure by the issuer in order to convene a shareholders meeting or distribute dividends, bonuses, or other interests, or there’s a principal or interest payment to be made, that involves securities held in a trust account or collective trust account, TDCC will prepare a shareholders’ list compiled on the basis of the tax withholding entity uniform ID numbers of the trustee’s representatives and consolidating relevant trust registration information for the issuer or its transfer agent, or prepare a bond ownership list for the issuer's principal and interest paying agent.

Chapter 4 Supplementary Provisions

Article 14	If before the implementation of these Directions a trustee has already opened a depository account at a securities firm for the handling of trust-related operations, its information supplementation operation shall be subject to the following procedures: In the case of a trustee that is not a TDCC participant and that holds the relevant securities under the trust account or collective trust account of the securities firm: The trustee shall apply to the securities firm to make a notation of trust and create a file for trust related party information, by submitting a completed "Application for Creation of File for Detailed Trust Account Information." AftZer reviewing and verifying the accuracy of the content, the securities firm shall execute a "Notation of Trust and Creation of File for Related Parties" transaction (transaction code: 540; processing type: 1. Notation of Trust) and make a notation of trust and also execute the same transaction to create a file for trust related party information. In the case of a trustee that is a TDCC participant and that transfers the relevant securities to its trust account or collective trust account: The trustee shall apply to the securities firm to transfer the securities from the original depository account to the trustee's trust account or collective trust account, by submitting a completed "Trust Transfer Application - Substitute for Debit Voucher" and the securities passbook. After reviewing and verifying the accuracy of the content and applying to TDCC for a transfer, the securities firm shall execute a "Trust Transfer" transaction (transaction code: 543) and input the transferring and receiving account numbers and other relevant information to notify TDCC of the same. TDCC will immediately make the transfer after verifying that the transferring account is owned by the trustee and the receiving account is its trust account or collective trust account.
Article 15	Securities firms and trust enterprises may handle transmission of trade settlement data and other relevant information pursuant to the applicable provisions of the TDCC Directions for the Handling by Participants and Custodians of Trade Settlement Data Transmission Operations.
Article 16	For handling book-entry operations for securities trusts pursuant to these Directions, TDCC will charge fees in accordance with its fee-charging standards.
Article 17	Any matters on which these Directions are silent shall be handled in accordance with the TDCC Operating Rules and other applicable provisions.