| Article 12 |
When a pledgee that is a customer applies for book-entry transfer for assignment of a pledge, the following procedures shall apply:
- The pledgee shall complete the "Application for Book-Entry Transfer for Assignment of Securities Pledge," affixed with the seal/signatures-of-record for the depository accounts of both the original pledgee and the assignee of the pledge, and shall present the securities passbook (not required for passbook-free accounts), the single-entry passbook, and a post office evidentiary letter or court-certified letter giving notice to the pledgor of the pledge assignment, and submit these to its participant to apply for processing.
- After the original pledgee's participant has reviewed and verified the accuracy of the application documents, it shall perform a "Pledge Release / Change Application" transaction (transaction code: 320) to notify TDCC of the relevant information of the pledge assignment.
- After reviewing and verifying the accuracy of the relevant information, TDCC will cancel the original single-entry passbook record and transfer the securities from the pledge account of the original pledgee's participant depository account into the pledge account of the assignee's participant depository account, and shall notify the participant to make the necessary entries in its customer ledger.
- After TDCC completes the transfer under the preceding subparagraph, the assignee's participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) to print and deliver a single-entry passbook to the assignee.
- When the pledgee applies for assignment of the pledge over part of the pledged property, after TDCC completes the transfer under subparagraph 3, the original pledgee's participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) in respect of the unassigned remaining pledge balance to print and deliver a single-entry passbook to the original pledgee.
- If the securities in respect of which pledge assignment is applied for are securities held in the issuer's depository account, the assignment may only be processed with the same issuer.
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| Article 13 |
When a pledgor or pledgee applies for book-entry transfer for a pledge balance transfer, the following procedures shall apply:
- Pledgor applying for pledge balance transfer:
- Pledgor applying to change account number:
- The pledgor shall complete the "Application for Book-Entry Transfer of Pledge Balance for Pledge and Delivery of Securities," affixed with the seals/signatures-of-record for the depository accounts held with both the original participant and the designated participant, and shall present the securities passbook (not required for passbook-free accounts) to apply to the original participant for processing.
- After the pledgor's original participant has reviewed and verified the accuracy of the application documents, it shall perform a "Pledge Release / Change Application" transaction (transaction code: 320) to notify TDCC of the relevant information of the pledge balance transfer.
- After TDCC has reviewed and verified the accuracy of the relevant information, it will make the necessary entries in the ledger and notify the participant to make the necessary entries in its customer ledger.
- Pledgor applying to transfer the pledged property to a surviving, newly incorporated, or transferee company as a result of a company merger, demerger, or business transfer:
- The pledgor shall complete the "Application for Book-Entry Transfer for Transfer of Pledgor Status over Pledged Securities," affixed with the seals/signatures-of-record for the depository accounts of both the original pledgor and the successor pledgor, as well as the pledgee's original pledge seal, and shall present the securities passbook (not required for passbook-free accounts) and the original book-entry transfer application for the creation of the pledge, together with the following documents, and submit these to the original participant to apply for processing:
- In the case of a company merger: the competent authority's approval letter and the company amendment registration form.
II. In the case of a company demerger: the competent authority's approval letter, the company amendment registration form, the demerger plan, the balance sheet, or other relevant documents capable of evidencing the details of the transfer.
III. In the case of a business transfer: the shareholders' meeting minutes, the board of directors' meeting minutes, proof of payment or exemption of securities transaction tax (not required if the pledged property is securities exempt from securities transaction tax by law), the balance sheet, or other relevant documents capable of evidencing the details of the transfer. If the pledged property is listed securities exceeding one trading unit, the approval document issued by the securities competent authority shall additionally be provided.
- After the pledgor's participant has reviewed and verified the accuracy of the application documents, it shall perform a "Pledge Release / Change Application" transaction (transaction code: 320) to notify TDCC of the relevant information of the pledge balance transfer.
- After TDCC has reviewed and verified the accuracy of the relevant information, it will make the necessary entries in the ledger and notify the participant to make the necessary entries in its customer ledger.
- Pledgee applying for pledge balance transfer:
- The pledgee shall complete the application form in accordance with subparagraph 1.A.a. above, and shall present the securities passbook (not required for passbook-free accounts) and the single-entry passbook to apply to its original participant for processing.
- The pledgee's original participant shall perform a transaction and notify TDCC in accordance with subparagraph 1.A.b. above.
- After TDCC has reviewed and verified the accuracy of the relevant information, it will cancel the original single-entry passbook record and transfer the securities from the pledge account of the pledgee's original participant depository account into the pledge account of the pledgee's designated participant depository account, and will notify the participant to make the necessary entries in its customer ledger.
- After TDCC has completed the transfer operations under the preceding item, the pledgee's designated participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) to print and deliver a single-entry passbook to the pledgee.
- When the pledgee applies for a pledge balance transfer of part of the pledged property, after TDCC completes the transfer under item C of this subparagraph, the pledgee's original participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) in respect of the untransferred remaining pledge balance to print and deliver a single-entry passbook to the pledgee.
When the pledgee applies to the issuer to transfer shares recorded under "Spot Share Pledge Details" (already returned) in the registration account under the issuer's depository account into the pledge account of the pledgee's participant depository account, the pledgee's participant shall, upon receipt of notification from TDCC that the transfer has been completed, perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) to print and deliver a single-entry passbook to the pledgee.
The provisions of paragraph 1 shall not apply to securities held in an issuer's depository account.
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| Article 14 |
When the pledgee and the pledgor agree to deliver the pledge balance into trust, the settlor shall be limited to the pledgor and the trustee shall be limited to the pledgee. Furthermore, the trustee shall first complete the opening of a trust depository account and data file creation for the parties to the trust relationship in accordance with the TDCC Directions for the Handling of Book-Entry Operations for Securities Trusts, before applying to its participant or to TDCC for processing of the transfer operations for delivery of the pledge balance into trust.
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| Article 15 |
When a pledgee that is a customer applies for book-entry transfer to transfer the pledge balance into its trust depository account, the following procedures shall apply:
- The pledgee shall complete an "Application for Book-Entry Transfer for Delivery of Pledged Securities into Trust," affixed with the seals/signatures-of-record for the depository accounts of both the pledgor and the pledgee, and shall present the securities passbook (not required for passbook-free accounts), the single-entry passbook, the original book-entry transfer application for the creation of the pledge, the trust agreement, and other relevant documents, and submit these to its participant to apply for processing.
- After the pledgee's participant has reviewed and verified the accuracy of the application documents, it shall perform a "Pledge Release / Change Application" transaction (transaction code: 320) to notify TDCC of the relevant information of the trust delivery transfer.
- After TDCC has reviewed and verified the accuracy of the relevant information, it shall cancel the original single-entry passbook record, transfer the securities from the pledge account of the pledgee's participant depository account into the trust depository account designated by the pledgee, make a pledge notation, and notify the participant to make the necessary entries in its customer ledger.
- After TDCC has completed the transfer operations under the preceding subparagraph, the trustee's participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) to print and deliver a single-entry passbook to the trustee.
- When the pledgee applies for book-entry transfer to transfer the pledge balance of part of the pledged property into its trust depository account, after TDCC completes the transfer operations under subparagraph 3, the pledgee's participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) in respect of the remaining pledge balance not delivered into trust to print and deliver a single-entry passbook to the pledgee.
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| Article 16 |
When a trustee that is a customer applies, following the extinguishment of the trust relationship, for book-entry transfer to transfer the pledge balance in its trust depository account into the pledge account of its participant depository account, the following procedures shall apply:
- The trustee shall complete the "Application for Book-Entry Transfer for Delivery of Pledged Securities into Trust," affixed with the seal/signature-of-record for the trustee's depository account, and shall present the securities passbook (not required for passbook-free accounts), the single-entry passbook for the pledged trust, and documents evidencing the extinguishment of the trust relationship and other relevant documents, and submit these to its participant to apply for processing.
- After the trustee's participant has reviewed and verified the accuracy of the application documents, it shall perform a "Pledge Release / Change Application" transaction (transaction code: 320) to notify TDCC of the relevant information.
- After TDCC has reviewed and verified the accuracy of the relevant information, it shall cancel the original single-entry passbook record, transfer the securities from the trustee's trust depository account into the pledge account of the pledgee's participant depository account, and notify the participant to make the necessary entries in its customer ledger.
- After TDCC has completed the transfer under the preceding subparagraph, the pledgee's participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) to print and deliver a single-entry passbook to the pledgee.
- When the trustee processes the extinguishment of the trust relationship in respect of part of the pledged property, after TDCC has completed the transfer operations under subparagraph 3, the trustee's participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) in respect of the remaining pledged trust balance to print and deliver a single-entry passbook to the trustee.
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| Article 17 |
When a trustee that is a customer applies for book-entry transfer to release the pledge over the pledge balance in its trust depository account, the following procedures shall apply:
- The trustee shall complete the "Application for Book-Entry Transfer for Delivery of Pledged Securities into Trust," affixed with the seals/signatures-of-record for the depository accounts of both the trustee and the pledgee, and shall present the securities passbook (not required for passbook-free accounts), the single-entry passbook for the pledged trust, and the original application for book-entry transfer for delivery of pledged securities into trust, and submit them to its participant to apply for processing.
- After the trustee's participant has reviewed and verified the accuracy of the application documents, it shall perform a "Pledge Release / Change Application" transaction (transaction code: 320) to notify TDCC of the relevant information of the pledge release application.
- After TDCC has reviewed and verified the accuracy of the relevant information, it shall cancel the original single-entry passbook record, remove the pledge notation from the balance in the trustee's trust depository account, and notify the participant to make the necessary entries in its customer ledger.
- When the trustee processes the release of the pledge over part of the pledged property, after TDCC has completed the operations under the preceding subparagraph, the trustee's participant shall perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) in respect of the remaining pledged trust balance not yet released to print and deliver a single-entry passbook to the trustee.
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| Article 18 |
The provisions of Article 12 and Articles 15 to 17 shall apply mutatis mutandis when the pledgor, pledgee, or trustee is a participant. When the pledgee is a participant and no single-entry passbook was issued, presentation of the single-entry passbook shall not be required when processing pledge-related book-entry transfer operations. When application is made for pledge-related book-entry transfer operations in respect of part of the pledged property, issuance of a single-entry passbook may likewise be waived.
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| Article 19 |
When the pledgor and pledgee wish to change the agreed arrangements for the collection of income from pledged securities, the following procedures shall apply:
- Change of the designated income recipient for a specified year:
- The pledgee shall complete the "Application for Notification of Change in Operations Relating to Pledge and Delivery of Securities" and submit it to its participant to apply for processing.
- After the participant has reviewed and verified the accuracy of the application documents, it shall perform a "Notification of Change in Operations Relating to Pledged Securities" transaction (transaction code: A45, Change Type Option 1) to notify TDCC of the relevant information of the application.
- After receiving the notification under the preceding item and verifying its accuracy, TDCC will compile the "Detailed Statement of Book-Entry Transfer Changes for Pledge and Delivery of Securities" and notify the participant on the next business day following the transaction, and will additionally prepare the "Summary of Changes to Income Collection and Capital Reduction / Merger and Acquisition / Redemption Proceeds for Pledged Securities" and notify the issuer, its shareholder services agent, or the principal and interest payment agent on the next business day following the transaction.
- Change of income collection arrangement:
- Each party to the pledge shall complete an "Application for Notification of Change in Operations Relating to Pledged Securities" and submit it to their participant to apply for processing.
- After the participant has reviewed the application documents and verified their accuracy, it shall perform a "Notification of Change in Operations Relating to Pledged Securities" transaction (transaction code: A45, Change Category Option 3 or 4) to notify TDCC of the relevant information of the application.
- After receiving the notifications under the preceding item and verifying that they accurately match, TDCC will make the change to the income attribution arrangement, prepare a "Detailed Statement of Book-Entry Transfer Changes for Pledge and Delivery of Securities" and notify the participants on the next business day following the transaction, and will additionally prepare the "Notification of Book-Entry Transfer Changes for Pledge and Delivery of Securities (in lieu of securities owner register)" and notify the issuer, its shareholder services agent, or the principal and interest payment agent on the next business day following the transaction.
- If the parties to the pledge have agreed that income is to be collected by the pledgee, and this operation is carried out after the transfer books have been closed for the relevant securities, any simultaneous change to designate the pledgor as recipient of the income for that particular distribution shall require completion of the procedures under the preceding subparagraph before the procedures under this subparagraph may be carried out.
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| Article 20 |
When, after the creation of a pledge, the pledgor and pledgee make or cancel a foreclosure agreement, the following procedures shall apply:
- Both parties to the pledge shall complete an "Application for Notification of Change in Operations Relating to Pledged Securities" and submit it to their participant to apply for processing.
- After the participant has reviewed and verified the accuracy of the application documents, it shall perform a "Notification of Change in Operations Relating to Pledged Securities" transaction (transaction code: A45, Change Type Option 5 or 6) to notify TDCC of the relevant information of the application.
- After receiving the notifications under the preceding subparagraph and verifying that they accurately match, TDCC will make the entry recording the foreclosure agreement or cancellation thereof, prepare a "Detailed Statement of Book-Entry Transfer Changes for Pledge and Delivery of Securities" and notify the participants on the next business day following the transaction, and will additionally prepare the "Notification of Book-Entry Transfer Changes for Pledge and Delivery of Securities (in lieu of securities owner register)" and notify the issuer, its shareholder services agent, or the principal and interest payment agent on the next business day following the transaction.
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| Article 21 |
When the pledgor and pledgee make or change an agreement on the attribution of proceeds arising from capital reduction / merger and acquisition / redemption / principal repayment during the subsistence of the pledge, the following procedures shall apply:
- Pledgee consenting to the pledgor collecting capital reduction / merger and acquisition / redemption proceeds for a designated distribution year:
- The pledgee shall complete the "Application for Notification of Change in Operations Relating to Pledged Securities" and submit it to its participant to apply for processing.
- After the participant has reviewed and verified the accuracy of the application documents, it shall perform a "Notification of Change in Operations Relating to Pledged Securities" transaction (transaction code: A45, Change Category Option 7) to notify TDCC of the relevant information of the application.
- After receiving the notification under the preceding item and verifying its accuracy, TDCC will prepare the "Detailed Statement of Book-Entry Transfer Changes for Pledge and Delivery of Securities" and notify the participant on the next business day following the transaction, and will additionally prepare the "Summary of Changes to Income Collection and Capital Reduction / Merger and Acquisition / Redemption Proceeds for Pledged Securities" and notify the issuer or its shareholder services agent on the next business day following the transaction.
- Agreement or change of agreement regarding attribution of capital reduction / merger and acquisition / redemption / principal repayment proceeds:
- Both parties to the pledge shall complete an "Application for Notification of Change in Operations Relating to Pledged Securities" and submit it to their participants to apply for processing.
- After the participant has reviewed the application documents and verified their accuracy, it shall perform a "Notification of Change in Operations Relating to Pledged Securities" transaction (transaction code: A45, Change Category Option A, B, or C) to notify TDCC of the relevant information of the application.
- After receiving the notifications under the preceding item and verifying that they accurately match, TDCC will make the entry recording the agreement or change of agreement on attribution of capital reduction / merger and acquisition / redemption / principal repayment proceeds, prepare a "Detailed Statement of Book-Entry Transfer Changes for Pledge and Delivery of Securities" and notify the participant on the next business day following the transaction, and will additionally prepare the "Notification of Book-Entry Transfer Changes for Pledge and Delivery of Securities (in lieu of securities owner register)" and notify the issuer, its shareholder services agent, or the principal and interest payment agent on the next business day following the transaction.
- If the parties to the pledge have agreed that capital reduction / merger and acquisition / redemption proceeds are to be collected by the pledgee or retained in custody by the shareholder services agent, and this operation is carried out after the transfer books have been closed for the relevant securities, any simultaneous change to designate the pledgor as the recipient of the proceeds for that particular distribution shall require completion of the procedures under the preceding subparagraph before the procedures under this paragraph may be carried out.
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| Article 22 |
If stock dividends acquired by the pledgor during the subsistence of the pledge are retained in the registration account under the issuer's depository account and are required by law to be collected by the pledgee, the pledgee may request delivery from the issuer by following the procedures set out below:
- The pledgee shall complete an "Application for Transfer of Pledge Income from Registration Account," affixed with the seal/signature-of-record for the depository account, and attach proof of specimen seal verification, and submit these to the issuer to apply for processing.
- The issuer may perform a "Pledge and Delivery Information Query" transaction (transaction code: 366) to print a "Pledge and Delivery Information Query Report" to query the status of changes to pledge and delivery of securities.
- After the issuer has reviewed the application documents and verified their accuracy, it shall perform a "Notification of Pledge Income Transfer from Registration Account" transaction (transaction code: A47) to notify TDCC of the relevant information of the application.
- After receiving the transfer notification under the preceding subparagraph and reviewing and verifying its accuracy, TDCC will transfer the stock dividends from the registration account under the issuer's depository account into the pledge account of the pledgee's participant depository account.
- The issuer may perform a "Registration Account Pledge Income Transfer Information Query" transaction (transaction code: A48) to print the "Registration Account Pledge Income Transfer Information Query Report" to query the data for that pledge income transfer.
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| Article 23 |
When a pledgee or trustee applies to its participant for a lost passbook report or cancellation and replacement (or exchange) of a single-entry passbook due to loss, damage, or a change in the particulars recorded in the single-entry passbook, the following procedures shall apply:
- The pledgee or trustee shall complete the "Application for Loss Report Release / Passbook Reissuance / Magnetic Strip Reconstruction / Single-Entry Passbook Loss Report or Cancellation" and submit it to its participant to apply for processing.
- After the pledgee's or trustee's participant has reviewed the application information and verified its accuracy, it shall perform a "Single-Entry Passbook Loss Report / Cancellation" transaction (transaction code: 447) to notify TDCC of the relevant information, and shall then perform a "Single-Entry Passbook Issuance" transaction (transaction code: 440) to issue a replacement single-entry passbook for delivery to the pledgee or trustee.
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