Search Result

Title	Taipei Exchange Rules Governing Securities Trading on the TPEx CH
Date	2026.06.12 ( Amended )

Article Content

Chapter I General Principles

Article 1
Article 2
Article 2-1
Article 2-2
Article 2-3
Article 2-4

Chapter II TPEx Traded Securities and Issuers

Article 3
Article 3-1
Article 3-2
Article 3-3
Article 4
Article 5
Article 6
Article 7
Article 8
Article 8-1
Article 8-2
Article 8-3
Article 9
Article 9-1
Article 10
Article 10-1
Article 10-2
Article 10-3
Article 11
Article 11-1
Article 11-2
Article 11-3
Article 11-4
Article 11-5
Article 11-6
Article 11-7
Article 12
Article 12-1
Article 12-2
Article 12-3
Article 12-4
Article 12-5
Article 12-6
Article 12-7
Article 12-8
Article 12-9
Article 12-10
Article 12-11
Article 12-12
Article 12-13
Article 12-14
Article 12-15
Article 13
Article 13-1
Article 13-2
Article 14
Article 15

Section I Mergers

Article 15-1	In the event that a TPEx listed company or a TPEx primary listed company merges with another TPEx (or TWSE) listed company or another TPEx (or TWSE) primary or secondary listed company or a foreign company that is listed on the main board of an overseas securities market approved by the competent authority, the surviving TPEx listed company or TPEx primary listed company after the merger may continue to be listed on the TPEx, and the non-surviving company shall make a public announcement of the termination of the TPEx trading of its securities or of the delisting of its securities from the TWSE, as the case may be. If by reason of the merger, the surviving company issues new shares or certificates of entitlement to new shares of the same class of stocks that are already listed on the TPEx, TPEx trading of the shares may commence from the record date of the merger, and an application shall be completed and filed with the TPEx, annexing the relevant documents, at least 30 business days before (and exclusive of) the record date of the merger. However, trading of the securities of the non-surviving TPEx listed company shall be suspended from the 8th business day before (and exclusive of) the record date of the merger. The phrase "overseas securities market approved by the competent authority" in the preceding paragraph shall be defined in accordance with Article 2, subparagraph 5 of the TPEx Rules Governing the Review of Foreign Securities for Trading on the TPEx. The termination of the TPEx trading contracts for the securities of the non-surviving company under paragraph 1 shall be reported by the TPEx to the competent authority for recordation.
Article 15-2	Except in the case of a securities, financial, or insurance company with special approval from the authority in charge of the industry concerned, or in a case in which the merged company is a subsidiary in which the merging company holds 90% or more of the issued shares, where a TPEx listed company or a TPEx primary listed company merges with a domestic company that is neither TPEx listed nor TWSE listed, by using as consideration a follow-on issue (whether by public offering and issuance or private placement) of shares, or securities that may be converted into or may be used to subscribe shares, the merged company shall meet all of the conditions listed below: The financial information of the merged unlisted company as well as the consolidated financial information of the merging and merged companies shall meet the profitability requirement under Article 3, paragraph 1, subparagraph 2 of the Review Rules; provided, this restriction shall not apply in any of the following circumstances: The net worth per share of the surviving company after the merger, both in the most recent financial year and on the most recent pro forma financial report, is higher than the net worth per share of the original TPEx listed company or TPEx primary listed company. Where this provision is satisfied, if the TPEx listed company, TPEx primary listed company, or the merged unlisted company, from the date next following the date of the balance sheet in the most recent financial report to the date the application is filed with the TPEx, undergoes any material change in capital affecting the net worth per share, such as a capital increase or reduction or distribution of dividends, the net worth per share of the surviving company shall be higher than the net worth per share of the original TPEx listed company or TPEx primary listed company, and the attesting CPAs shall submit a review opinion following the imputed adjustment. An express evaluation opinion of the Industrial Development Administration, Ministry of Economic Affairs is obtained concluding that the merger will effectively increase synergy. The merged company is free of the conditions under Article 10, paragraph 1, subparagraphs 1, 3, 4, 7, 11, and 12 of the Review Rules, or the conditions under subparagraph 6 where an examination or CPA opinion shows that the company fails to prepare financial reports in accordance with relevant laws and regulations and generally accepted accounting principles, or where the CPA statement shows that significant deficiency is found in the company's internal control. The financial report for the most recent accounting year shall have been audited and attested by CPAs approved by the competent authority to perform auditing and attestation of financial reports of public companies, and the CPAs have issued an audit report with an unqualified opinion.
Article 15-3	Except in a case in which the merged foreign company is a subsidiary in which the merging company holds 90% or more of the issued shares, where a TPEx listed company or a TPEx primary listed company merges with a foreign company that is not a TPEx (or TWSE) primary or secondary listed company and is not listed on the main board of an overseas securities market approved by the competent authority by using as consideration a follow-on issue (whether by public offering and issuance or private placement) of shares, or securities that may be converted into or may be used to subscribe shares, the merged foreign company shall meet all of the conditions listed below: The financial information of the merged company as well as the consolidated financial information of the merging and merged companies shall meet the profitability requirement under Article 4, paragraph 1, subparagraph 6 of the Review Rules for Foreign Securities, provided that this restriction does not apply to one that satisfies the proviso of Article 15-2, paragraph 1, subparagraph 1. The merged company is free of the conditions for unsuitability for TPEx listing under Article 9, paragraph 1, subparagraphs 1, 3, 4, 6, and 8 of the Review Rules for Foreign Securities, or the condition where an examination or the CPA opinion shows that the company fails to prepare financial reports in accordance with relevant laws and regulations and generally accepted accounting principles, or where the CPA statement shows that significant deficiency is found in the company's internal control. The financial report for the most recent accounting year shall have been audited and attested by CPAs approved by the competent authority to perform auditing and attestation of financial reports for public companies, and the CPAs have issued an audit report with an unqualified opinion.
Article 15-4	If the new shares issued by a TPEx listed company or a TPEx primary listed company for capital increase as a result of merger are of a different class from the shares already listed on the TPEx, then unless otherwise provided by law or regulation, they shall respectively meet the conditions under Article 15, paragraphs 7 and 9 of the Review Rules and Article 30, paragraphs 4 and 6 of the Review Rules for Foreign Securities, before the shares may be traded on the TPEx.
Article 15-5	When a TPEx listed company or a TPEx primary listed company is to conduct a merger pursuant to Articles 15-1 to 15-3, it shall complete an application form and submit it along with relevant attachments to the TPEx to apply for issuance of an opinion letter that the case complies with the conditions provided in each article. The opinion letter from the TPEx may be used by the applicant company only for the purpose of filing with the competent authority for capital increase and issuance of new shares as a result of the merger. When a TPEx listed company or a TPEx primary listed company is to conduct a merger, if the financial report of any domestic company that is not TPEx (or TWSE) listed and that participates in the merger is not prepared in accordance with the International Financial Reporting Standards (IFRS) endorsed by the competent authority, the company conducting the merger shall additionally submit the CPA opinion on the differences between the IFRS endorsed by the competent authority and the accounting principles applied by the company not listed on the TPEx (or the TWSE) and the effect on the financial report. Where a TPEx listed company or a TPEx primary listed company is to conduct a merger and applies to the TPEx for an opinion letter pursuant to paragraph 1, it shall also submit the following documents if any foreign company will participate in the merger: If documentation of approval issued by the Department of Investment Review, Ministry of Economic Affairs is required to be obtained for the merger cases under the laws and regulations of the ROC, such documentation shall be submitted. Photocopy of documents, legalized by an overseas representative office of the ROC, proving that the foreign company is a company limited by shares, organized, registered, and effectively existing under the laws and regulations of the country in which it is registered. An opinion by Taiwan CPAs regarding the differences in accounting principles applied in the ROC and in the foreign company's home country and the resultant effects on the financial report. A written report analyzing and explaining the reasonableness of the share exchange ratio and price and overall synergy at the time of the merger between the TPEx listed company or the TPEx primary listed company and the foreign company, issued by CPAs, other than the original attesting CPAs, who are approved by the competent authority to perform auditing and attestation of financial reports of public companies.
Article 15-6	Where a TPEx listed company or a TPEx primary listed company carries out a merger in accordance with Article 15-2 or Article 15-3, and the additional common shares or overseas depositary receipts issued (whether by public offering or private placement) due to that merger will account for 10 percent or more of the aggregate shares already issued and anticipated to be issued by the TPEx listed company or the TPEx primary listed company, any director, supervisor, or shareholder holding more than 10 percent of issued shares of the merged company who holds common shares or overseas depositary receipts issued due to the merger (including those publicly offered and issued or privately placed) shall comply with all the below-listed provisions. However, this requirement may be waived where a TPEx listed company merges with a subsidiary in which it holds 90 percent or more of the outstanding shares: Such persons shall deposit all such common shares publicly offered and issued due to the merger and held by them into central custody. Further, the total amount of shares under custody shall not be less than 30 percent of the common shares publicly offered and issued due to the merger. In case of a shortfall, negotiation shall be made with other shareholders holding common shares publicly offered and issued due to the merger to make up the shortfall. Of the shares placed in central custody, one-half may be withdrawn after full 6 months has elapsed from the date that TPEx listed trading thereof commences. The remaining portion of shares may be withdrawn in full only after 1 full year has elapsed from the date that TPEx listed trading commences. However, where, pursuant to Article 316-2 of the Company Act, a TPEx listed company or a TPEx primary listed company merges with a subordinate company of which it holds 50 percent or more of the issued shares, it may be exempted from the restriction that the total amount shall not be less than 30 percent of the new stocks issued for capital increase due to the merger. Such persons shall provide a written undertaking that for a certain period of time they shall not redeem or transfer the overseas depositary receipts issued due to the merger (including those publicly offered and issued or privately placed) held by them, and the surviving company after the merger shall incorporate provisions restricting redemption or transfer into the contract signed and entered into with the custodian institution, undertaking that they shall not redeem or transfer for a certain period of time shares numbering in total not less than 30 percent of the number of overseas depositary receipts issued due to the merger (including those publicly offered and issued or privately placed). In case of a shortfall, negotiation shall be made with other shareholders holding overseas depositary receipts issued due to the merger (including those publicly offered and issued or privately placed) to make up the shortfall. The period of restriction of redemption or transfer and the provisions for release of the restriction shall accord with the preceding subparagraph concerning the deposit into central custody of common shares publicly offered and issued due to the merger. Such persons shall provide a written undertaking that for a certain period of time they shall not transfer the common shares they hold through private placement due to the merger, undertaking as follows: The total position that shall not be transferred for the certain period of time shall not be less than 30 percent of the number of common shares privately placed due to the merger; in case of a shortfall, they shall arrange with other shareholders holding common shares privately placed due to the merger to make up the shortfall; the period of restriction of transfer and the provisions for release of the restriction shall accord with subparagraph 1 concerning the deposit into central custody of common shares publicly offered and issued due to the merger. In addition to stating that the shares "shall not be transferred for a certain period," the undertaking referred to in this subparagraph shall also contain at least the following language: "For as long as the common shares that I hold remain common shares privately placed due to the merger, the Taipei Exchange may from time to time carry out spot checks to ascertain whether I have faithfully abided by the undertaking. For common shares that I hold that continue to be classified as common shares privately placed due to the merger, I shall continue to abide by the restrictions on transfer under Article 43-8 of the Securities and Exchange Act even after and despite the expiration of the period of restricted transfer under this subparagraph."
Article 15-7	If a TPEx listed company or a TPEx primary listed company will be extinguished as a result of statutory merger with another company that is neither TPEx listed nor TWSE listed, or as a result of statutory consolidation with another company, it shall file an application with the TPEx, annexing the relevant documents, by the 30th business day before the record date of the merger or consolidation. Trading will be suspended from the 2nd business day before (and exclusive of) the book closure date, and TPEx trading will be terminated on the merger record date. If a TPEx listed company, under the Business Mergers and Acquisitions Act, or a TPEx primary listed company, under the the laws and regulations of its country of registration, will undergo a merger with another company, and the parent of the other company will use newly issued shares or cash as the consideration for acquisition of the shares of the TPEx listed company or TPEx primary listed company, and the TPEx listed company or TPEx primary listed company will become a 100 percent wholly owned subsidiary of that other company's parent company, such TPEx listed or TPEx primary listed company shall file an application with the TPEx, annexing the relevant documents, by the 30th business day before the record date of the merger. After the TPEx has inspected the documents and found them to be in accordance with the applicable requirements, trading of the company's shares will be suspended from the 2nd business day before (and exclusive of) the book closure date, and TPEx trading will be terminated on the merger record date. The termination of the TPEx trading contract for the securities of a TPEx listed company or TPex primary listed company under the preceding two paragraphs shall be reported by the TPEx to the competent authority for recordation.

Section II Acquisitions

Article 15-8	Where a TPEx listed company or a TPEx primary listed company acquires shares, business, or assets of a domestic company that is neither TPEx listed nor TWSE listed, with shares, or securities that may be converted into or may be used to subscribe shares, as consideration, if such transaction reaches any one of the standards listed below, the acquired domestic company shall additionally comply with all the conditions set out in Article 15-2: If the book entry amount of the shares, or securities that may be converted into or may be used to subscribe shares, as consideration obtained by the unlisted company as a result of being acquired reaches 70 percent or more of its book net asset value, or the shares, or securities that may be converted into or may be used to subscribe shares, paid as consideration by the TPEx listed company or the TPEx primary listed company for the acquisition reach 10 percent or more of the aggregate shares already issued and anticipated to be issued by the TPEx listed company. If the total number of shares acquired from shareholders of the unlisted company reaches 70 percent or more of its issued shares. If the operating revenue or operating profit or book net asset value of a division being spun off from the unlisted company to the TPEx listed company or the TPEx primary listed company reaches 70 percent or more of its entire operating revenue or operating profit or book net asset value, or reaches 10 percent or more of the entire operating revenue or operating profit or book net asset value on the pro forma financial statements of the TPEx listed company or the TPEx primary listed company.
Article 15-9	If a TPEx listed company or a TPEx primary listed company acquires shares, business, or assets of a foreign company that is not a TPEx (or TWSE) primary or secondary listed company and is not listed on the main board of an overseas securities market approved by the competent authority, if such acquisition reaches any of the standards listed in any subparagraph of the preceding article, the acquired foreign company shall meet all of the conditions under Article 15-3.
Article 15-10	When a TPEx listed company or a TPEx primary listed company conducts an acquisition pursuant to the preceding two articles, it shall complete an application form and submit it along with relevant attachments to the TPEx to apply for issuance of an opinion that the case complies with the conditions provided in each article, and Article 15-5 shall apply mutatis mutandis to the procedures of application, documents that shall be submitted, and other requirements. For the acquired company, and any director, supervisor, or greater than 10 percent shareholder thereof, that has holdings of the additional common shares or overseas depositary certificates issued because of the said acquisition (including those publicly offered and issued or privately placed), Article 15-6 shall apply mutatis mutandis to the placement of shares in custody and withdrawal of shares upon expiration of custody.
Article 15-11	Where a TPEx listed company, pursuant to Article 27 of the Business Mergers and Acquisitions Act, undergoes a general assignment, or pursuant to Article 185, paragraph 1, subparagraph 2 of the Company Act or to other provisions of law, assigns the whole or any essential part of its business or assets, the TPEx listed company shall, by at least 30 business days prior to the assignment record date, file an application with the TPEx, whereupon the TPEx will check whether all required documents have been submitted and its administering department will conduct a review, and the TPEx listed company will be required to be free of any of the circumstances listed below: The pro forma operating revenue or operating income as stated in the consolidated or parent company only (or individual) pro forma financial statements that have obtained CPA reasonable assurance, excluding the business or assets under assignment, for each of the most recent 2 accounting years, has declined by 50 percent or more, compared with the operating revenue (including discontinued operations) or operating income (including discontinued operations) as stated in the consolidated or parent company only (or individual) financial statements of the same periods. The pro forma operating loss as stated in the consolidated or parent company only (or individual) pro forma financial statements that have obtained CPA reasonable assurance, excluding the business or assets under assignment, for each of the most recent 2 accounting years is greater than the operating loss (including discontinued operations) as stated in the consolidated or parent company only (or individual) financial statements of the same period. Where a TPEx listed company, pursuant to Article 27 of the Business Mergers and Acquisitions Act, undergoes general assignment, or pursuant to Article 185, paragraph 1, subparagraph 2 of the Company Act, establishes an investment holding company, and the investment holding company complies with the conditions set forth in Article 3, paragraph 1, subparagraphs 1, 3, 4, 6, 7, 8, 9, and 12 of the TPEx Supplementary Provisions for Applications for TPEx Listing by Investment Holding Companies, and it holds 100 percent of the shares of the transferee company, it shall file an application with the TPEx for amendment of the content of TPEx listed securities pursuant to Article 9-1 of these Rules.

Section III Share Conversions

Article 15-12	Where a single TPEx listed company converts its shares into shares of another newly incorporated company or already-TPEx-listed or TPEx-primary-listed existing company pursuant to Article 31 of the Business Mergers and Acquisitions Act, and becomes a 100 percent wholly owned subsidiary of such newly established or already-TPEx-listed or TPEx-primary-listed existing company, the securities of the newly incorporated or already-TPEx-listed or TPEx-primary-listed existing company shall be listed for TPEx trading after completion of applicable TPEx listing procedures, and the TPEx listing of the securities of the original TPEx listed company shall be terminated on the record date of the share conversion. The making of the contract for TPEx trading of the securities of the newly incorporated company and the termination of the contract for TPEx trading of the securities of the original TPEx listed company, as referred to in the preceding paragraph, shall be reported by the TPEx to the competent authority for recordation.
Article 15-13	The preceding article shall also apply in cases where a single or multiple company(ies) limited by shares or foreign company(ies) convert their shares into a newly established or already-TPEx-listed or TPEx-primary-listed existing company. But, if a domestic company that is neither TWSE listed nor TPEx listed, or a foreign company that is not a TPEx (or TWSE) primary or secondary listed company and is not listed on the main board of an overseas securities market approved by the competent authority, participates in the conversion, such domestic company that is neither TWSE listed nor TPEx listed, or such foreign company that is not a TPEx (or TWSE) primary or secondary listed company and is not listed on the main board of an overseas securities market approved by the competent authority, shall respectively conform to each subparagraph under Article 15-2 or Article 15-3, unless it is a subsidiary in which the TPEx listed company or TPEx primary listed company holds 90% or more of the issued shares.
Article 15-14	Where a TPEx listed company establishes an investment holding company by means of share conversion pursuant to the preceding two articles, such investment holding company shall comply with subparagraphs 1, 3, 4, 6, 7, 8, 9, and 12 of paragraph 1 of Article 3 of the TPEx Supplementary Provisions for Applications for TPEx Listing of Investment Holding Companies before it may be listed on the TPEx.
Article 15-15	Where a company(ies) limited by shares or a foreign company(ies) converts its shares into shares of another newly incorporated company under provisions of Articles 15-12 to 15-14, the TPEx listed company whose converted shares are anticipated to account for the greatest proportion of the anticipated issued shares of the newly incorporated or already-TPEx-listed or TPEx-primary-listed existing company shall carry out with the TPEx the various procedures set forth in the subparagraphs hereinbelow on behalf of all the companies whose shares are being converted, and, after the TPEx has inspected all the documents submitted by the company for completeness, examined and found them to be in accordance with the applicable requirements, and reported the conversion to the board of directors for review and approval, the trading of such company's(ies') original TPEx securities shall be suspended from the 2nd business day prior to (and non-inclusive of) the book closure commencement date; provided, where shares of a single or multiple TPEx listed or TWSE listed companies are converted into a newly incorporated company to form an investment holding company, the securities of the investment holding company may be traded on the TPEx from the record date of the share conversion, but trading of the original TPEx securities shall be suspended from the 8th business day prior to (and non-inclusive of) the record date of the share conversion: An Application for TPEx Trading of Shares of a Newly Incorporated Company or TPEx listed company Receiving Assignment of Shares shall be completed and filed, along with all specified attachments, with the TPEx no later than 30 business days prior to (and non-inclusive of) the record date of the share conversion. An Application for Suspension of Share Transfers shall be completed and the TPEx shall directly make an announcement to the market of suspension of amendments to entries in the shareholder rosters of the TPEx listed company(ies) among the companies participating in the conversion. Where a company(ies) limited by shares or a foreign company(ies) converts its shares into shares of an already-TPEx-listed or TPEx-primary-listed existing company under provisions of Article 15-12 to 15-14, such already-TPEx-listed or TPEx-primary-listed existing company shall complete the application under subparagraph 1 of the preceding paragraph and file the application with the TPEx. If the already-TPEx-listed or TPEx-primary-listed existing company into which the shares are converted is a TPEx listed or TPEx primary listed company, those companies shall proceed pursuant to the provisions of subparagraph 2 of the preceding paragraph.
Article 15-16	When a TPEx listed company or a TPEx primary listed company carries out a share conversion under provisions of Articles 15-12 to 15-14, after the TPEx has examined and approved the application, a written opinion approving the share conversion will be sent to the company. The opinion letter from the TPEx may be used by the applicant company only for the purpose of filing with the competent authority for capital increase and issuance of new shares as a result of the said share conversion. However, if shares of a single or multiple TWSE listed or TPEx listed companies are converted into a newly established company to form an investment holding company, the case shall be submitted directly to the competent authority after examination and approval by the TPEx. If a foreign company participates in the conversion under an application case referred in the preceding paragraph, Article 15-5, paragraph 3 shall apply mutatis mutandis with respect to the additional documents required to be submitted with the application
Article 15-17	Where a company whose shares are converted under circumstances set forth in Articles 15-12 to 15-14 is, before the conversion, a TPEx (or TWSE) listed company or a TPEx (or TWSE) primary or secondary listed company, those shares already duly placed in centralized custody by directors, supervisors, and shareholders with shareholding of 10 percent or higher at the time of initial TPEx (or TWSE) listing shall remain in centralized custody after the conversion until the expiration of the custody period; if before the conversion the company was a domestic company that was neither TPEx nor TWSE listed or a foreign company that was not a TPEx (or TWSE) primary or secondary listed company, and it is anticipated that the converted shares will account for 10 percent or more of the aggregate shares already issued and anticipated to be issued by the company that is the transferee of the shares, then the directors, supervisors, and major shareholders of the company whose shares are converted shall still place in centralized custody all of the shares they hold in the company that is the transferee of the shares, and Article 15-6 shall apply mutatis mutandis to the placement of shares in centralized custody and the withdrawal of shares upon expiration of custody.
Article 15-18	Where a TPEx listed company or a TPEx (or TWSE) primary or secondary listed company, solely, or jointly with one or more other companies, convert its or their shares into shares of an existing, non-TPEx-listed company pursuant to Article 31 of the Business Mergers and Acquisitions Act, and thus becomes a wholly-owned subsidiary of such existing company, it shall file an application with the TPEx, annexing the relevant documents, by 30 business days before the record day of the share conversion, and upon approval by the competent authority in response to a report submitted by the TPEx, the trading of its securities shall be suspended from the 2nd business day before (and exclusive of) the book closure commencement date, and the TPEx trading thereof shall be terminated on and after the record date.

Section IV Demergers

Article 15-19	If a TPEx listed company that has carried out a demerger of one or more departments capable of operating independently pursuant to applicable law wishes to continue TPEx trading of its TPEx listed securities, or if the existing company or newly incorporated company that acquired the business of the aforesaid department(s) after the demerger (the "transferee company of the demerger") wishes to list its securities for TPEx trading, the company shall without exception comply with this Section, and shall carry out applicable procedures for a company demerger and for TPEx listing. The preceding paragraph shall also apply where a single TPEx listed company demerges simultaneously into multiple transferee companies of the demerger, or multiple TPEx companies demerge simultaneously into a single transferee company of the demerger.
Article 15-20	A TPEx listed company to which any circumstance set forth in the preceding article applies shall submit an application to the TPEx at least 30 business days before the record date of the demerger, and annex an opinion of an independent expert on the share exchange ratio for the demerger, the reasonableness of the acquisition price, and the effect on the shareholders' equity of the TPEx listed company, whereupon the TPEx will check whether all required documents have been submitted and its administering department will conduct a review, and the TPEx listed company will be required to be free of any of the circumstances listed below: The pro forma operating revenue or pro forma operating income, as shown on the consolidated or parent company only (or individual) pro forma financial statements for each of the most recent 2 accounting years, excluding the financial data for the demerged department(s) and having obtained CPA reasonable assurance, has declined by 50 percent or more from the operating income shown on the consolidated or parent company only (or individual) financial statements for the same periods. The pro forma operating loss, as shown on the consolidated or parent company only (or individual) pro forma financial statements for each of the most recent 2 accounting years, excluding the financial data for the demerged department(s) and having obtained CPA reasonable assurance, is greater than the operating loss shown on the consolidated or parent company only (or individual) financial statements for the same period. Except under any of the circumstances listed below, a TPEx listed company to which any circumstance set forth in the preceding article applies shall consolidate into a single case the filing for the demerger and capital reduction and issuance of the exchanged securities. Trading of its TPEx listed securities shall be suspended from the second business day before the book closure date until the expiration of the book closure period, and the procedures for issuing the new replacement securities shall be completed within the period as prescribed in Article 9-1 and the TPEx Operating Procedures for Replacement Issues of TPEx Listed Securities: Where a TPEx listed company demerges but does not carry out a capital reduction, and issue of replacement shares is unnecessary. Where the demerger of the TPEx listed company does not involve subsequent confirmation of the shareholder roster, or there is no difference in shareholder equity before and after the record date of the suspension of share transfer, and suspension of margin purchase and short sale or compulsory covering of short sale positions are unnecessary.
Article 15-21	Where a TPEx listed company establishes an investment holding company for reasons of carrying out a demerger under Article 15-19, the TPEx listed company that undergoes the demerger may continue to be listed if it complies with Article 3, paragraph 1, subparagraphs 1, 3, 4, 6, 7, 8, 9, and 12 of the TPEx Supplementary Directions for TPEx Listing Applications by Investment Holding Companies; Article 15-20, paragraph 1, subparagraphs 1 and 2 shall not apply.
Article 15-22	Where a TPEx listed company carries out capital reduction due to a demerger referred to in Article 15-19, and the newly incorporated company that acquires its business issues new shares for which the acquired business is the consideration, and issues them in full to the original shareholders of the demerged company on a pro-rata basis, approval may be given for TPEx listing and trading of the securities of the newly incorporated transferee company if it complies with all of the conditions listed below; provided, simultaneous application may not be made of related exclusion conditions such as those in Article 3, paragraph 4 of the Review Rules or those concerning incorporation period or profitability in the Supplementary Provisions for Applications for TPEx Stock Listing by Private Organizations Participating in Public Infrastructure Projects: Capitalization: the share capital stated on the pro forma financial statement for the most recent period at the time of application complies with Article 3, paragraph 1, subparagraph 1 of the Review Rules. Profitability: complies with Article 3, paragraph 1, subparagraph 2 of the Review Rules, according to the pro forma financial statement. Complies with Article 3, paragraph 1, subparagraph 10 of the Review Rules, and is free of any circumstance in Article 10, paragraph 1, subparagraphs 1, 3, 4, 6, 7, 8, 11, and 12 of the Review Rules. The pro forma financial statements for the most recent fiscal year shall have obtained reasonable assurance, with an assurance report expressing an unqualified conclusion, by CPAs approved by the competent authority to perform auditing and attestation of financial statements for public companies. Underwriting shall be carried out pursuant to Article 2 of the TPEx Directions Concerning the Requirement that a Public Company Applying for TPEx Trading of Its Stock Engage a Recommending Securities Firm to Carry Out Underwriting. Centralized custody shall be carried out pursuant to Article 3, paragraph 1, subparagraph 4 of the Review Rules.
Article 15-23	When undergoing a demerger pursuant to Article 15-19, if the TPEx listed company does not carry out capital reduction or carries out only a partial reduction, the newly formed transferee company of the demerger, when applying to the TPEx for TPEx listing, shall comply with all of the below-listed conditions, in addition to complying with the requirements of each paragraph of the preceding article: Incorporation period: the time of incorporation of the demerged department, as shown in the financial data of the demerged company, shall comply with Article 3, paragraph 1, subparagraph 2 of the Review Rules. Shareholding dispersion: shall conform to Article 3, paragraph 1, subparagraph 3 of the Review Rules. If at the time of application, the company belongs to a business group or is a parent or subsidiary, it shall comply with Articles 2 and 3 of the TPEx Supplementary Provisions for Applications for TPEx Stock Listing by Group Enterprises. Complies with Article 3, paragraph 1, subparagraph 10 of the Review Rules, and is free of any circumstance in Article 10, paragraph 1, subparagraphs 1, 3, 4, 6, 7, 8, 10, 11, and 12 of the Review Rules. If more than one TPEx listed company demerges and makes an assignment to a single transferee on the same record date, the calculation of the incorporation period under subparagraph 1 of the preceding paragraph shall be based upon the TPEx listed company that assigned the business of which the operating revenue or operating income accounts for 50 percent or more of the total operating revenue of the transferee company and accounts for 10 percent or more of the overall operating revenue or discernible assets of such TPEx listed company.
Article 15-24	When a TPEx listed company carries out a demerger pursuant to Article 15-19, if the transferee company of the demerger is an existing company and the operating revenue or operating income of a single TPEx listed company acquired by it accounts for 50 percent or more of the total operating revenue or operating income on its pro forma financial statements, and accounts for 10 percent or more of the overall operating revenue or discernible assets of the demerged company, the applicable review standards shall comply with Article 15-22 and Article 15-23, paragraph 1.
Article 15-25	In a demerger referred to in Article 15-22, Article 15-23, or Article 15-24, where the securities of the demerged TPEx listed company have been listed on the TPEx for a full 3 years and the transferee company of the demerger submits an application accompanied by the relevant documents to the TPEx in accordance with prescribed procedures within 1 year of the day of completion of amendment registration of the demerger, the procedures for TPEx listing shall be as enumerated below: For a newly formed transferee company of a demerger according to Article 15-22 whose TPEx listing application has passed review for completeness of the submitted application documents and passed review by the administering department for compliance with regulations, and has been considered and passed by the TPEx board of directors, the TPEx may publicly announce the listing and report the matter to the competent authority for recordation. For a newly formed transferee company of a demerger according to Article 15-23 or an existing transferee company of a demerger according to Article 15-24, the procedures for reviewing the TPEx listing application shall be governed by the procedures for reviewing initial applications for TPEx listing of stock.
Article 15-26	If a TPEx listed company acquires equity interest in a transferee company of a demerger pursuant to Article 15-23 or Article 15-24, and if within 1 year from the date on which the amendment registration in connection with the demerger is completed, the total or cumulative total of equity interest disposed of by the TPEx listed company or waived by the original shareholder(s) in respect of the preemptive right to subscribing for shares on cash capital increase reaches 20 percent or more of the equity interest acquired in the demerger, such disposal or waiver shall be passed by a resolution at a shareholders meeting, and carried out with the resolution of the board of directors, and both of those two resolutions shall constitute material information that is subject to regulatory filing and disclosure, wherein the disclosure shall include such information as the method of determining the transferee under the disposal or the specified persons with whom to arrange for the subscription for the shares that have been waived by the original shareholders in the cash capital increase, the method of determining the disposal price or the price of the cash capital increase, and a statement describing the reasonableness of such determination methods.
Article 15-27	Where a TPEx listing application by a transferee company of a demerger is rejected by the TPEx, the applicant company may, within 20 days from the day following the issuance date of the TPEx's rejection notice letter, submit an appeal, along with relevant materials, to the TPEx on the basis that the grounds for the original rejection were erroneous. The TPEx shall follow the below subparagraphs after accepting the applicant's appeal case for processing: For an appeal with respect to a TPEx listing application under Article 15-22, the administering department shall review whether the grounds for the original rejection decision were erroneous and whether any other conditions have subsequently arisen rendering the applicant unsuitable for TPEx listing. An appeal with respect to a TPEx listing application under Article 15-23 or Article 15-24 shall be governed by the appeal procedures for an initial application for TPEx trading of stock.
Article 15-28	If a transferee company of a demerger fails to apply to the TPEx for TPEx listing in accordance with prescribed procedures, annexing relevant documents, within 1 year of the day of completion of amendment registration of the demerger, and subsequently files an initial application for TPEx listing, Article 15-23 and Article 15-24 may respectively be applied mutatis mutandis to the calculation of the incorporation period thereof.
Article 15-29	Within 2 years from the date of TPEx (or TWSE) listed trading of securities of a transferee company of a demerger of a TPEx listed company pursuant to Articles 15-22 to 15-24, or to applicable provisions for listing after a demerger under the Operating Rules of the Taiwan Stock Exchange Corporation, any further transferee company of a demerger of such TPEx listed company may not apply for TPEx listing of its securities pursuant to this Section.
Article 15-30	This Section may be applied mutatis mutandis where, after a demerger of a TPEx listed company, the transferee company of the demerger wishes to apply for TPEx listing and trading of its securities.
Article 15-31	If a TPEx listed company, after carrying out a demerger, wishes to apply for termination of TPEx trading of its securities, or such company is extinguished due to the demerger of its entire operations or assets, the TPEx may terminate TPEx trading of its TPEx securities and report the matter to the competent authority for recordation.
Article 15-32	Where a TPEx primary or secondary listed company, pursuant to the laws and regulations of the country of registration or the country of listing, transfers equity interests in its subordinate company and such transfer of equity results in a decline by 25 percent or more in the operating income or operating revenue as stated in the financial statements for the most recent accounting year, or undergoes a demerger or general assignment, it shall, at least 30 trading days prior to the effective date of the transfer of equity interest, the demerger record date, or the assignment record date, file an application with the TPEx, whereupon the TPEx will check whether all required documents have been submitted and its administering department will conduct a review, and the TPEx listed company will be required to be free of any of the circumstances listed below: The pro forma operating revenue or operating income as stated in the pro forma financial statements that have obtained CPA reasonable assurance, excluding the already transferred assets (operating departments or equity investments), for each of the most recent 2 accounting years, has declined by 50 percent or more, compared with the operating revenue or operating income as stated in the financial statements of the same periods. The pro forma operating loss as stated in the pro forma financial statements that have obtained CPA reasonable assurance, excluding the already transferred assets (operating departments or equity investments), for each of the most recent 2 accounting years is greater than the operating loss as stated on the financial statements of the same period.

Section V Conversion into a Financial Holding Company

Article 15-33	Where a single TPEx listed company is converted into a financial holding company pursuant to Article 29 of the Financial Holding Company Act, the securities of the financial holding company shall be listed for TPEx trading from the record date of the share conversion, and the TPEx listing of the securities of the original TPEx listed company shall be terminated on the same date. The preceding paragraph shall also apply in cases where multiple TPEx (or TWSE) listed companies are converted into a single financial holding company. However, if any company that is neither TPEx listed nor TWSE listed is converted together with other TPEx or TWSE listed companies, such unlisted company shall conform to the following conditions: It shall be free of any of the circumstances specified in subparagraphs 1, 3, 4, 6, 7, 11, and 12 of paragraph 1 of Article 10 of the Review Rules. Its most financial report for the most recent fiscal year shall have been audited by CPAs approved by the competent authority to perform auditing and attestation of financial reports for public companies and have received an unqualified opinion from such CPAs. Where circumstances in paragraph 1 or paragraph 2 apply to a TPEx listed or TWSE listed company(ies), the TPEx listed company whose converted shares are anticipated to account for the greatest proportion of the anticipated issued shares of the financial holding company shall carry out with the TPEx the various procedures set forth in the subparagraphs herein below on behalf of all the companies whose shares are being converted, and, after the TPEx has inspected all the documents submitted by the company for completeness, examined and found them to be in accordance with the applicable requirements, and reported the conversion to the board of directors for review and approval, the trading of such company's(ies') original TPEx securities shall be suspended from the 8th business day prior to (and non-inclusive of) the record date of the share conversion: An Application for TPEx Trading of Shares of a TPEx (or TWSE) Listed Company Converted into a Financial Holding Company shall be completed and filed, along with all specified attachments, with the TPEx at least 30 business days prior to (and non-inclusive of) the record date of the share conversion. A Declaration of Suspension of Share Transfer Registrations of a TPEx Listed Company(ies) Participating in Conversion and Establishment of a Financial Holding Company shall be completed and filed by (inclusive of) the application date in the preceding subparagraph. The TPEx shall directly make an announcement to the market of suspension of amendments to entries in the shareholder rosters of the TPEx listed companies participating in the conversion into a financial holding company. Where circumstances set forth in paragraphs 1 and 2 or in Article 15-34 apply to a company limited by shares participating in the share conversion and the company was a TPEx (or TWSE) listed company before conversion, shares that prior to conversion were already duly placed in centralized custody by the company's directors and supervisors and by shareholders with holdings of 10 percent or more shall remain in centralized custody after the conversion, but the period for which they were in custody prior to the conversion may be deducted, and the shares shall be withdrawn in percentage installments in accordance with the regulations in effect at the time the shares were placed in custody. If a converted company was neither a TPEx listed nor TWSE listed company prior to conversion and it is anticipated that the company's converted shares will account for 10 percent or more of the financial holding company's issued shares and shares anticipated issued to be issued by it, the directors and supervisors and the shareholders with holdings of 10 percent or more of such unlisted company shall place all of their shares in the financial holding company in centralized custody. The method for withdrawal of the shares from custody shall be governed by mutatis mutandis application of the TPEx Rules Relating to Article 3, Paragraph 1, Subparagraph 4 of the Taipei Exchange Rules Governing the Review of Securities for Trading on the TPEx concerning withdrawal of shares upon expiration of custody. The preceding paragraph shall not apply to a company required to transfer or sell shares of a financial holding company pursuant to Article 31 of the Financial Holding Company Act. The making of the contract for TPEx trading of the securities of the financial holding company and the termination of the contract for TPEx trading of the securities of the original TPEx listed company, as referred to in paragraph 1, shall be reported by the TPEx to the competent authority for recordation.
Article 15-34	Where shares of a single or multiple TPEx listed company(ies) limited by shares are converted into shares of a TPEx listed financial holding company pursuant to Article 29 of the Financial Holding Company Act, the financial holding company shall complete the relevant documentation and submit an application to the TPEx according to the procedures in paragraph 3 of the preceding article, and the TPEx listed securities participating in the conversion shall be delisted from the TPEx on the record date of the share conversion and the shares of the financial holding company into which they are converted shall be listed on the TPEx on the same day; provided, any company(ies) limited by shares that are neither TPEx nor TWSE listed that participate in the share conversion shall conform to the requirements set forth in paragraph 2, subparagraphs 1 and 2 of the preceding article. The termination of the contract for TPEx trading of the securities of the TPEx listed company(ies) participating in the conversion under the preceding paragraph shall be reported by the TPEx to the competent authority for recordation.
Article 15-35	A financial holding company established after conversion that meets the requirements set out in Article 22 of the TPEx Rules Governing Information to be Published in Prospectuses for Applications for Trading of Securities on the TPEx may deliver a simplified prospectus to the share subscribers.
Article 15-36	Where a financial holding company is established by means of assignment of operations by a TPEx listed company pursuant to Article 24 of the Financial Holding Company Act and the financial holding company holds 100 percent of the shares of the assigned company, an application for amendments to TPEx listed securities, accompanied by relevant documentation, shall be filed with the TPEx pursuant to Article 9-1 hereof.
Article 15-37	Article 15-33, paragraphs 2 and 3 and Article 15-34 concerning suspension of trading of securities and delisting from the TPEx shall also apply to a TPEx listed company converted into a listed financial holding company pursuant to Article 29 of the Financial Holding Company Act.
Article 16	(deleted)
Article 16-1	(deleted)
Article 16-2	(deleted)
Article 16-3	(deleted)

Chapter II-1 TPEx Listed Company Mergers, Acquisitions, Share Conversions, and Demergers

Article 17
Article 17-1
Article 18
Article 19
Article 20
Article 21
Article 22
Article 23
Article 23-1
Article 24
Article 24-1
Article 24-2
Article 25
Article 26
Article 27
Article 28
Article 28-1
Article 28-2
Article 29
Article 30
Article 31
Article 31-1
Article 32
Article 32-1
Article 32-2

Chapter III Securities Firms Engaging in TPEx Trading

Section I Trading Principles

Article 33	When conducting TPEx trading for a customer, a securities firm shall prudently take into consideration the intention, condition, investment experience, investment purpose, and financial capability of the customer.
Article 34	The clearing and settlement of TPEx trading shall be effected on a cash payment and actual delivery basis.
Article 35	Where a securities broker accepts a customer's order to purchase or sell shares or bonds, or where a securities dealer purchases or sells securities or bonds for its own account rather than directly negotiate price with a customer over the counter, such broker or dealer shall enter the volume, price or yield in the trading system of the TPEx for matching price or matching bond yield; provided that the number of shares entered for any single trade shall be less than 500 trading units. Trading quotes for the automated trade matching system may be entered beginning from 30 minutes prior to the opening of market trading hours. The methods for the execution of trades through the automated trade matching system are divided into call auction trading and continuous trading. Call auction trading shall be used for the first matching in a given trading session, and continuous trading shall then be used for subsequent matching until a certain period of time before market close (i.e. the end of trading hours). For the certain period of time before market close, all trading quotes shall be accumulated and matched by call auction. The methods for the execution of trades and the sequential priority given to trading quotes are governed by the following provisions: Trade prices in call auction trading shall be determined by the following principles: Satisfying the maximum trade volume: buy quotes higher than the determined price and sell quotes lower than the determined price must all be satisfied. One side of the buy quotes or sell quotes at the determined price must be satisfied in full. When two or more prices conform to the principles described in the preceding two items, the price closest to the last trade price in the current session shall be used. If no trade price is yet available in the current session, the price closest to the basis price for the opening of trading in the current session shall be selected. Trade prices in continuous trading shall be determined for each successively entered buy quote or sell quote based on the following principles: When the currently entered buy quote is higher than or equal to the lowest previously entered sell quote, it shall be matched and executed against individual sell quotes sequentially from lowest to highest, until the current buy quote is completely satisfied or the price of the current buy quote is lower than the prices of any unexecuted sell quotes. When the currently entered sell quote is lower than or equal to the highest previously entered buy quote, it shall be matched and executed against individual buy quotes sequentially from highest to lowest, until the current sell quote is completely satisfied or the price of the current sell quote is higher than the prices of any unexecuted buy quotes. The priority for satisfying trading quotes shall be based on the following principles: Price priority principle: higher-priced buy quotes shall have priority over lower-priced buy quotes. Lower-priced sell quotes shall have priority over higher-priced sell quotes. For quotes of the same price, the priority shall be based on the time priority principle. Time priority principle: for quotes entered before market opening (i.e. the beginning of trading hours), the priority shall be determined by random arrangement by computer; for quotes entered after market opening, the priority shall be determined by the chronological order in which the quotes are entered. Trading quotes entered before market opening that are unexecuted shall continue to be matched in the order randomly arranged by computer. The trade price of all the trading quotes that are accumulated for a certain period of time before market close and matched by call auction shall be the closing price. If no trade is executed for that period, the price of the last trade during trading hours on the current day shall be the closing price. If, during the one minute prior to market opening or to market close for a security under the automated trade matching system, any given computed execution price fluctuates beyond 3.5 percent from the previous computed execution price (if there is no previous computed execution price available from during the 30 minutes before market opening, the fluctuation shall be based on the basis price of the opening of trading; if there is no previous computed execution price available a period of time before market close, the fluctuation shall be based on the last trade price; if there is no last trade price available, the fluctuation shall be based on the basis price of the opening of trading), or if the volume of cancellations and changes of trading quotes during the one minute prior to market opening reaches 30 percent or more of the volume of trading quotes prior to market opening, the first matched trade for the current session, or the matching at market close, for that security is postponed. For a security for which the first matched trade for the current session is postponed, matching and execution for the security will proceed sequentially after 2 minutes of postponement. For a security for which the matching at market close is postponed, entries, cancellations, and changes of trading quotes for that security will continue to be accepted from 1:31 p.m. to 1:33 p.m., and matching and execution will then proceed sequentially at 1:33 p.m. However, this restriction shall not apply to securities for which the basis price of the opening of trading is lower than NT$1, call (put) warrants, or company warrants. The standard for the "period of time" referred to in paragraph 3 shall be prescribed by the TPEx and publicly announced for implementation after approval and recordation by the competent authority; the same shall apply to amendments thereto. The rules for trading on the Electronic Bond Trading System referred to in paragraph 1 above shall be separately prescribed by the TPEx. During the 30 minutes before market opening and a certain period of time before market close, the TPEx shall disclose on a real-time basis computed execution prices and volumes, and the computed prices and volumes of the five highest unexecuted buy quotes and five lowest unexecuted sell quotes. During trading hours, the TPEx shall disclose on a real-time basis executed trade prices and volumes, and the prices and volumes of the five highest unexecuted buy quotes and five lowest unexecuted sell quotes. During trading hours, the TPEx shall also disclose on a real-time basis, for managed stock and for securities for which extended matching intervals have been implemented under rules or regulations of the TPEx, the computed execution prices and volumes, and the computed prices and volumes of the five highest unexecuted buy quotes and five lowest unexecuted sell quotes. For other trading quotes, however, the TPEx may make appropriate disclosures of prices and volumes depending on market needs. When a securities firm enters quotes through the automated trade matching system, whether for customers' accounts or for its own account, if the total quoted amount of either purchases or sales in a single day exceeds four times its net worth, the TPEx may suspend further entries of buy or sell quotes by the securities firm. If a securities firm, due to special circumstances, submits an application—accompanied by a letter of guarantee issued by a domestic bank—by more than 10 business days prior to the commencement date of the guarantee, and such application is granted special approval by the TPEx, the calculation of the net worth referred to in the preceding paragraph shall be adjusted in accordance with the following provisions: The TPEx may, based on the guarantee period specified in the letter of guarantee, which shall not exceed 10 business days (settlement days), relax the calculation standard starting from 2 business days before the commencement of the guarantee period and ending 2 business days before the expiration of the guarantee period. The TPEx may include the guarantee amount specified in the letter of guarantee in the calculation of the securities firm's net worth. Where a securities firm's net worth is less than, but more than half of, its paid-in capital, or its regulatory capital adequacy ratio falls within the range set forth in Article 65 of the Regulations Governing Securities Firms, the multiple in paragraph 8 may be adjusted lower to three times its net worth; for those whose regulatory capital adequacy ratio meets the criteria set forth in Article 66 of the Regulations Governing Securities Firms, the TPEx may further adjust the multiple in paragraph 8 lower, depending on the severity of the circumstances; for those whose net worth is less than one-half of its paid-in capital, the multiple in paragraph 8 may be adjusted lower to two times its net worth; for those whose net worth is lower than one-half of its paid-in capital for 3 consecutive months, the multiple in paragraph 8 may be adjusted lower to one time its net worth. However, when a securities firm's statements filed on a monthly basis indicate that the reason for such adjustments has diminished, its multiple may gradually be adjusted commensurate with the degree of such diminution; where the ratio of a securities firm's net worth to paid-in capital is raised due to a capital reduction, the corresponding multiples for purchases and sales must be maintained for 3 consecutive months before they may be adjusted pursuant to the above provisions. Where a securities firm has a substandard rating under the Regulations Governing Early Warning of Overall Operational Risk of Securities Firms, or any of the events specified in Article 7 of the TPEx Rules for Audit, Follow-up, and Assistance of Securities Firms, or, subsequent to assistance, correction cannot be made, the TPEx may lower the multiple referred to in paragraph 8. Where correction has been made, the original ratio may be restored.
Article 35-1	Where any overseas Chinese or foreign national who/which has been approved or registered in accordance with the Regulations Governing Securities Investment by Overseas Chinese and Foreign Nationals trades any TPEx listed company's stock, convertible corporate bonds, exchangeable corporate bonds, corporate bonds with warrants, preferred shares with warrants, detached company warrants, or certificates of entitlement to convert bonds into shares, if any such securities are subject to any ceiling on investment ratio ceiling set by the respective competent authorities for the relevant industries, they shall be traded through the TPEx automated trade matching system, block trading system, after-hours fixed-price trading system, and odd-lot trading system. In the event that the total amount of stocks of a TPEx listed company, and securities convertible or exchangeable into such stocks, invested by overseas Chinese and foreign investors, after being approved or registered in accordance with the Regulations Governing Securities Investment by Overseas Chinese and Foreign Nationals, exceeds the percentage under the Regulations Governing Securities Investment by Overseas Chinese and Foreign Nationals and Procedures for Remittance, the TPEx shall suspend the purchase of such securities by the overseas Chinese and foreign investors.
Article 35-2	(deleted)
Article 35-3	When a securities broker accepts a customer's order for purchase of TPEx traded managed stock through the TPEx automated trade matching system, it shall collect in advance the full amount of the purchase price or the securities to be sold. For TPEx traded managed stocks, the periodic trading method shall be imposed, with matching conducted once every 45 minutes.
Article 35-4	When a securities broker trades securities on behalf of a principal or a securities dealer trades securities for its own account by a method other than price negotiation, where any of the circumstances listed below is present in a single buy quote or sell quote, the trade shall be conducted by the method of a block trade: Where a quote is entered for a block trade of a single security, reaching 500 or more trading units; provided, however, that if the foregoing quantity is not met but the total amount of a single buy or sell quote reaches NT$15 million or more, the trade may also be treated as a block trade of a single security. Where a quote is entered for a block trade of a basket of stocks, consisting of five or more stocks with a total amount of NT$15 million or more. Regulations regarding block trades shall be separately adopted by the TPEx and implemented after being approved by the competent authority.
Article 35-5	The time for entering quotes for after-hours fixed-price trading on the TPEx shall be 2:00 p.m. to 2:30 p.m., and price-match trades shall be made at the closing price of the price-match system on the same business day; the method for the said after-hours trades shall be prescribed by the TPEx and implemented after being approved by the competent authority.
Article 35-6	The rules for securities brokers accepting orders from principals to trade securities which require collection in advance of payment and securities shall be separately prescribed by the TPEx.
Article 35-7	The performance of obligations relating to call (put) warrants shall be done through orders placed with securities firms that have entered into, with the TPEx, a Contract for Trading of Securities on the TPEx by a Securities Firm; provided, holders or issuers who have entered into such contract with the TPEx may process matters on their own. Upon receiving an order referred to in the preceding paragraph, or when requesting performance of obligations on its own behalf, a securities firm shall confirm the related details of the performance of obligations on the following business day, and complete the transfer of the funds/certificates by 10 a.m. of the second following business day. The processing of the performance of obligations relating to call (put) warrants, confirmation of related details of the performance of obligations, and the process of transferring the money/certificate shall be performed by the TPEx and the securities central depositary enterprise. The performance of obligations and transfer of funds/certificates relating to TPEx contract-based call (put) warrants shall be handled in accordance with the TPEx Rules Governing Trading of Call (Put) Warrants and the TPEx Guidelines for Handling the Performance of Obligations Relating to Call (Put) Warrants; the provisions set out hereinabove shall not apply.
Article 35-8	The TPEx shall stop accepting orders and trades 1 business day prior to the maturity date of the call (put) warrant.
Article 35-9	After the cause of a halt of trading of TPEx listed securities ceases to exist, the TPEx may resume trading through the automated trade matching system and other trading such as block, odd-lot, after-hours fixed-price, and ordinary reverse auction trading. But if the cause of the halt of trading ceases to exist during a certain period of time prior to, or after the close of, market trading hours, trading will not in any event be resumed on that day.
Article 35-10	The time of commencement of a halt of trading or resumption of trading of TPEx listed securities shall be determined by the time of execution by the TPEx computer. During a period of halted trading of listed securities, the TPEx will cease accepting trading quotes. However, for any trading quote that is unexecuted prior to the halt of trading, the securities firm may apply to cancel or reduce the quantity of the quote. When the trading of TPEx listed securities is resumed during the period from 30 minutes prior to the commencement of market trading hours to a certain period of time prior to the close of market trading hours, the first matching of the securities will be done a period of time after the resumption of acceptance of trading quotes. The periods of time referred to in the preceding paragraph and the preceding article will be set by the TPEx and publicly announced and implemented after approval and recordation by the competent authority.
Article 35-11	With the exceptions of newly TPEx listed common stocks during the period in which no price limit is imposed, managed stocks, securities for which trade matching at extended intervals is implemented pursuant to TPEx bylaws, securities for which the basis price at opening of trade on the given day is less than 1 NTD, call (put) warrants, and company warrants, when securities are traded through the automated trade matching system, during the period from after the first matching of the current trading session until a certain period of time prior to market close, when the upward or downward movement of any trade price during price calculation prior to matching of each trade exceeds 3.5 percent of reference price specified in paragraph 2, the TPEx will take the following measures: If the currently entered trading quote is a limit order and furthermore a rest-of-day order, then—unless the calculated trade price does not exceed the price range, in which case the trade will immediately be executed—the TPEx simultaneously will postpone matching of the security for 2 minutes, and continue to accept entries, cancellations, and changes of buy and sell quotes, and after the end of the period of postponement of trade matching it will use call auction trading for the matching and execution of those quotes. If the currently entered trading quote is a limit order and furthermore an immediate-or-cancel order, or is a market order and furthermore a rest-of-day order, or is a market order and furthermore an immediate-or-cancel order, then—unless the calculated trade price does not exceed the price range, in which case the trade will immediately be executed—the remaining quantity of the currently entered trading quote will be canceled. If the currently entered trading quote is a limit order and furthermore a fill-or-kill order, or is a market order and furthermore a fill-or-kill order, the currently entered trading quote will be canceled in full. The reference price referred to in the preceding paragraph shall be determined by the following principles: Within the 5 minutes following the first matching of the current session, the reference price is the first matched trade price. If the first matching yields no trade price, the basis price of the opening of trading is taken as the reference price. Once 5 minutes have elapsed following the first matching of the current session, the reference price is the weighted average trade price over the 5 minutes preceding the time that the trading quote currently being matched was entered, calculated from all prices and quantities traded during that period. If there is no trade price during those 5 minutes, the last trade price is taken as the reference price. If no last trade price is available, the basis price of the opening of trading is taken as the reference price. After the first matching of the current session, if any postponement of matching occurs as referred to in subparagraph 1 of the preceding paragraph, then within the 5 minutes after the end of that postponement of matching, the trade price from that call auction trading is the reference price. If there is no trade price from that call auction trading, the provisions of the preceding subparagraph will be applied to the calculation of the reference price. When managed stock and securities for which extended matching intervals have been implemented under rules or regulations of the TPEx are traded through the automated trade matching system, during the period from the first matched and executed trade of the current trading session until a certain period of time prior to market close, if the upward or downward movement of the trade price during price calculation prior to each matching exceeds 3.5 percent of the previous executed trade price, the TPEx will immediately postpone the current matching for two minutes and continue to accept entries, cancellations, and changes of trading quotes for that managed stock or security until the end of that matching postponement period, and then proceed with matching and execution sequentially.
Article 35-12	Trading quotes in the automated trade matching system are divided into limit orders and market orders: A limit order means the quoter sets a limit on the price. A buy limit order may be executed at the limit price or lower; a sell limit order may be executed at the limit price or higher. A market order means the quoter does not set a limit on the price, and the order may be executed at any price within the limits imposed on that security on the current day. However, a market order may not be used for a quote for newly TPEx listed common stocks during the period in which no price limit is imposed, for securities on which no price limit is imposed, for managed stocks, for securities for which trade matching at extended intervals is implemented pursuant to TPEx bylaws, or where otherwise provided by the TPEx. Before each matching, for a trading quote that is entered as a market order, a conversion reference price will be set based on the following principles, and will be deemed to be the quoted price: For a buy order, the highest of the following for that security in the current session will be taken as the conversion reference price: the last trade price (or if no last trade price is available, the basis price of the opening of trading), the highest buy limit order, the highest sell limit order. If the conversion reference price is the same as the highest buy limit order, it has higher priority in matching than the limit order. For a sell order, the lowest of the following for that security in the current session will be taken as the conversion reference price: the last trade price (or if no last trade price is available, the basis price of the opening of trading), the lowest buy limit order, the lowest sell limit order. If the conversion reference price is the same as the lowest sell limit order, it has higher priority in matching than the limit order. The times in force of trading quotes in the automated trade matching system are divided into rest-of-day, immediate-or-cancel, and fill-or-kill: Rest-of-day: means that if the trading quote cannot be executed in full at one time, it remains in force during the current session for the remaining quantity. Immediate-or-cancel: means that when the trading quote is entered, if it cannot be executed in full in the current matching, the remaining quantity is canceled. Fill-or-kill: means that when the trading quote is entered, if it cannot be executed in full in the current matching, the quote is canceled. If a trading quote is entered as a market order, or its time in force is immediate-or-cancel or fill-or-kill, it may be entered only during a period when continuous trading is used as set out in Article 35, paragraph 2. If there then occurs a period when call auction trading is used, any previously entered trading quotes that are market orders and furthermore are rest-of-day orders shall lose their force.
Article 36	When a securities firm engaging in TPEx trading conducts trades on the TPEx through the Electronic Bond Trading System, if the quoted trading volume cannot be executed in one trade, partial satisfaction of the quote shall be allowed. The remaining trading volume shall be executed through electronic bond trading based on the originally quoted yield. When a securities firm engaging in TPEx trading applies to make a change to a rest-of-day trading quote in the automated trade matching system, it shall first cancel the original trading quote, and then enter a new quote, except in the following circumstances: A reduction in the quoted quantity. A change to the price of a limit order, in which case the chronological order of the changed trading order shall be the chronological order of the time the change is entered. This shall not apply, however, where the TPEx provides otherwise.
Article 37	(deleted)
Article 38	After the end of daily trading hours, the TPEx shall produce a computer file of the names, volumes, and prices of the securities traded on the TPEx, and the codes of the purchasing and selling securities firms for review by the public through the Internet or terminals provided. After the end of daily trading hours, the TPEx shall prepare and publicly announce a list of prices of all securities.
Article 39	If due to special situation, it is improper to purchase or sell TPEx traded securities in the manners provided in these Rules, the trading method shall be separately prescribed by the TPEx and reported to the competent authority for approval before it is publicly announced and implemented.
Article 39-1	A securities firm shall use the information and facilities provided by the TPEx in accordance with its rules. If due to causes attributable to the securities firm, the TPEx sustains any damage, the securities firm shall be liable for compensation. In providing the information and facilities referred to in the preceding paragraph, the TPEx may collect a rental or fee from the securities firms, information companies, and users of information companies. The relevant rules shall be separately prescribed and publicly announced by the TPEx. If interruption of transmission occurs to the information and facilities provided by the TPEx or if the information and/or facilities cannot operate normally due to malfunction, the securities firms and their principals shall not claim for damages against the TPEx.
Article 39-2	Rules governing trading of common stock registered for trading in accordance with the TPEx Rules Governing the Review of Emerging Stocks for Trading on the TPEx shall be separately prescribed by the TPEx, and shall be promulgated for implementation after ratification by the competent authority.
Article 39-3	If beneficial securities or asset-backed securities for which TPEx trading is applied for under the TPEx Rules Governing the Review of Securities for Trading on the TPEx are debt-type financial asset securities, the trading method thereof shall be subject, mutatis mutandis, to the rules governing TPEx trading of corporate bonds and financial bonds.
Article 39-4	Rules governing trading of REIT beneficial securities for which TPEx trading is applied for under the TPEx Rules Governing the Review of Securities for Trading on the TPEx shall be separately prescribed by the TPEx and promulgated for implementation after ratification by the competent authority. Trading of REAT beneficial securities for which TPEx trading is applied for under the TPEx Rules Governing the Review of Securities for Trading on the TPEx shall be subject, mutatis mutandis, to the rules governing TPEx listed corporate bonds and financial bonds.
Article 39-5	(deleted)
Article 39-6	NT dollar denominated foreign bonds that are traded on the TPEx by application and approval under the TPEx Rules Governing the Review of Foreign Securities for Trading on the TPEx refers to foreign straight bonds, foreign convertible corporate bonds, and foreign corporate bonds with warrants that are issued by an international organization, foreign government, or foreign public or private enterprise and that have been approved by the competent authority for TPEx trading, or NT dollar denominated foreign straight bonds that are sold only to professional investors and are publicly offered and issued by a TPEx (or TWSE) primary listed company or a foreign emerging stock company or by a foreign issuer with approval by the competent authority of exemption from the requirement of effective registration under Article 22, paragraph 1 of the Securities and Exchange Act. The trading of foreign straight bonds referred to in the preceding paragraph shall be subject, mutatis mutandis, to the rules governing TPEx listed corporate bonds and financial bonds; the trading of foreign convertible corporate bonds shall be subject, mutatis mutandis, to the rules governing TPEx listed convertible corporate bonds; the trading of foreign corporate bonds with warrants shall be subject, mutatis mutandis, to the rules governing TPEx listed corporate bonds with warrants.
Article 39-7	Beneficial certificates for which an application for TPEx trading is made under the TPEx Rules Governing the Review of Passive Exchange-Traded Fund and Active Exchange-Traded Fund Beneficial Certificates for Trading on the TPEx, shall be subject to separate trading rules adopted by the TPEx and implemented through public announcement after submission to and ratification by the competent authority.
Article 39-8	Securities with warrants for which an application for TPEx trading is made under the TPEx Rules Governing the Review of Securities for Trading on the TPEx, shall be subject to separate trading rules adopted by the TPEx and implemented through public announcement after submission to and ratification by the competent authority.
Article 39-9	ETNs for which an application for TPEx trading is made under the TPEx Rules Governing the Review of Exchange-Traded Notes for Trading on the TPEx, shall be subject to separate trading rules adopted by the TPEx and implemented through public announcement after submission to and ratification by the competent authority.

Section II Trading Hours

Article 40	The trading hours of the TPEx, unless otherwise provided, are as follows: 9:00 a.m. to 1:30 p.m. for securities traded through the automated trade matching system; 9:00 a.m. to 3:00 p.m. for price negotiation on the TPEx. 9:00 a.m. to 1:30 p.m. for outright purchases/sales of bonds through the Electronic Bond Trading System; 9:00 a.m. to 1:30 p.m. and 2:00 p.m. to 3:00 p.m. for RP/RS bond trades through the Electronic Bond Trading System; 9:00 a.m. to 3:00 p.m. for bonds traded on the TPEx through price negotiation. Where the TPEx feels it is necessary or upon the recommendation of the securities dealers association, the trading hours referred to in the preceding paragraph may be changed upon application to and approval by the competent authority.
Article 41	The holidays for TPEx trading are the same as those of the banks; provided that if it deems necessary, the TPEx may change the holidays and report the same to the competent authority before implementation.
Article 42	In the event of force majeure, the TPEx may announce the halting of TPEx trading and report the same to the competent authority, and it may do the same for the resumption of halted trading.

Section III Account Opening

Article 43	When a customer initially conducts TPEx trading of securities through a securities firm, he/she shall enter into an account opening contract with the securities firm for opening the account; provided where the securities firm negotiates price on the TPEx for trading bonds or participates in bond trading through the TPEx Electronic Bond Trading System, it is necessary only to require the customer to provide a photocopy of the identification card or registration certificate, and account opening may be exempted. When a securities firm enters into an account opening contract with a customer, it shall explain the nature of the TPEx trading to the customer and request the customer to sign a confirmation for TPEx trading and, for customers other than institutional investors, also to sign a TPEx primary listed securities risk disclosure statement, to confirm that the TPEx trading is conducted based on the customer's judgment and responsibility. When a customer initially conducts TPEx trading through the automated trade matching system, he/she shall establish an account for securities under centralized custody and a book-entry transfer account for funds. This rule shall also apply if the customer trades securities through price negotiation with the securities dealer and agrees to effect clearing and settlement through book-entry transfer. When the subject matter of a trade through price negotiation referred to in the preceding paragraph is a convertible corporate bond, exchangeable corporate bond, or corporate bond with warrants, the central securities depository account and fund transfer account opened by the customer are not restricted to the securities firm of that trade and its designated financial institution. The forms for the account opening contract referred to in paragraph 1 and the confirmation for TPEx trading and the TPEx primary listed securities risk disclosure statement referred to in paragraph 2 above shall be separately prescribed by the TPEx. The term "institutional investors" in paragraph 2 mean foreign and domestic banks, insurance companies, bills finance companies, securities firms, fund management companies, government investment institutions, government funds, pension funds, mutual funds, unit trusts, securities investment trust companies, securities investment consulting companies, trust enterprises, futures commission merchants, futures service enterprises, and other institutions approved by the competent authority.
Article 44	When a securities firm conducts TPEx trading for a customer, it shall confirm that such customer satisfies both of the following conditions before accepting the account opening: The customer has substantial knowledge and experience in securities investment. Based on the judgment from the status of assets, it is proper for the customers to conduct TPEx trading.
Article 45	A securities firm shall accept account opening in the following manners: Where the customer is a natural person, except in the following conditions, they shall bring their original National Identity Card in person and sign on the spot: Where the customer is of no legal capacity or limited legal capacity, or has been declared by a court to be placed under assistance, his statutory representative, guardian, or assistant shall supply the original National Identity Cards of the statutory representative, guardian, or assistant and the customer and the signature must be given personally while the relationship between the statutory representative, guardian, or assistant and the customer must be specified; where the customer does not have a National Identity Card, his household certificate may be used in substitution. The guardian or assistant shall also supply documents evidencing the guardianship or the assistance. The business documents for brokerage trading shall be signed/sealed by the statutory representative, guardian, or assistant. If a person with no legal capacity has been declared by a court to be placed under guardianship, the person's account is permitted to be used only for brokered selling, and brokered buying is prohibited. Where the customer is an expatriate of a juristic person, they may designate an agent to process account opening procedures; where the customer appoints an agent to open an account, the agent shall supply the original National Identity Cards of the agent and the customer, the power of attorney notarized or certified by an ROC Representative Office abroad or designated institution, and documents issued by the said juristic person proving employment of the expatriate. Where the customer is an ROC national without household registration who is not an onshore overseas Chinese, the customer shall bring in person a Taiwan Area Residence Certificate sufficient to prove their status as an ROC national without household registration, and shall submit an ROC passport or other documentation sufficient to prove possession of ROC nationality, as well as other identity document sufficient to identify the person (e.g., National Health Insurance Card, driver's license, or student ID) to complete account opening procedures and sign on the spot. Where the customer applies for account opening by letter or electronically, the account opening shall be handled pursuant to the TPEx Standards Governing Principal Identification and Management of Credit Line Categorization in the Processing by Securities Firms of Account Opening Where the customer is a juristic person: The contract for account opening shall be signed/sealed by the juristic person and its representative, and a power of attorney shall be presented. The business documents for brokerage trading of securities shall be signed/sealed by its authorized representative. The authorized representative shall also provide a copy of the registration document of the juristic person, a copy of the notice of issuance of uniform number for taxable entities issued by the tax authorities (a profit-seeking enterprise may be exempt from submitting such copy of notice), the power of attorney, and copies of the National Identity Cards of the responsible person of the juristic entity and that of the authorized representative for processing. The securities firm shall by using mail confirm the validity of the power of attorney. However, if the customer has engaged a custodian institution to open the account on its behalf, or submits proof that settlement is to be handled on its behalf by a custodian institution, it is not necessary to give confirmation by mail of the validity of the power of attorney. If it is a company registered under Taiwan's Company Act with 3 or less shareholders, and its responsible person and shareholders all are adult natural persons of Taiwan nationality, the provisions of item C of the preceding subparagraph may be applied mutatis mutandis. Where the customer is an organization that is not incorporated as a juristic person, it shall open the account in the individual name of its responsible person, and include the group name side-by-side therewith in the account name. To open the account, the responsible person shall submit a photocopy of certification that the group has been registered with the competent authority (or of its approval for establishment, recordation, or other evidentiary document of its registration), photocopy of the notice of issuance of a uniform number for tax withholding entities issued by the tax authorities (if exempt from income tax withholding, one copy of the Certificate of Exemption from Tax Withholding must also be submitted), and a photocopy of the National Identity Card of the responsible person. Except that certain account numbers may be handled as an account without a number under exceptional circumstances for which reasons have been noted, an account number shall be assigned sequentially to each account; provided that numbers canceled in the preceding years (calendar year) may be used sequentially. A securities broker shall ensure that the items supplied on the applications are error free and complete. It shall not accept any order to trade in or subscribe to securities from the customer unless it completes the account opening process and the written confirmation procedures referred to in subparagraph 2 of the preceding paragraph and keys-in the account information and account number into the computer system of the TPEx. When a securities firm handles an application for account closing, it may do so by letter or electronically in such a manner that it can sufficiently confirm that the applicant is the principal him/her/itself and his/her/its expression of intent.
Article 45-1	Except in the capacity of the statutory representative or guardian of the customer, the directors, supervisors and employees of a securities firm shall not act as an agent for a customer to open account, place trading orders, subscribe for securities, or handle procedures related to clearing and settlement. When signing the account opening contract, the customer, or his/her statutory representative or authorized representative shall supply a specimen copy of his/her chop or signature, and the identical chop or signature will be required to process face-to-face placing or orders or subscriptions, or trading orders, subscriptions for securities, or clearing and settlement related procedures handled through an authorized representative. However, if the Taiwan agent of an overseas Chinese or foreign national is the same person as the custodian institution, the chop used exclusively by that custodian institution as agent for the purposes of account opening and settlement may serve as the specimen chop for the account. When the principal withdraws his/her/its authorization, the withdrawal may be handled by letter or electronically in such a manner that the securities firm can sufficiently confirm that the applicant is the principal him/her/itself and his/her/its expression of intent. When an agent is retained by a customer or his/her statutory representative to conduct trading orders, subscribe for securities, or handle procedures related to clearing and settlement, a power of attorney shall be issued for that purpose, and a specimen copy bearing the chop and/or signature of the agent shall be kept on file and an identical chop or signature shall be required to carry out those matters in the future. However, when the principal withdraws his/her/its authorization, the withdrawal may be handled in accordance with the proviso of the preceding paragraph.
Article 45-2	When a securities firm accepts an application to open an account on behalf of a custodian institution representing a principal for discretionary investment and trading purposes, the names of both the principal and the authorized discretionary trader shall be specified in the account name, an Account Opening and Brokerage Contract for Discretionary Investment Trading of Securities shall be signed, agreement shall be made for the custodian institution to be the agent for the clearing and settlement of funds and securities, information required for account opening shall be entered into the computer file of the TPEx as instructed online, and the following documents shall be submitted: A photocopy of the written agreement signed by the principal, the authorized discretionary trader, and the custodian institution regarding respective rights and obligations. However, if a Chinese-language legal opinion issued by a lawyer is substituted for the written agreement detailing the rights and obligations of the three parties pursuant to Article 17, paragraph 7 of the Regulations Governing the Conduct of Discretionary Investment Business by Securities Investment Trust Enterprises and Securities Investment Consulting Enterprises of the Securities Investment Trust and Consulting Association of the ROC (the "Discretionary Investment Business Regulations"), then those provisions shall be followed. Except in the case of persons who have been declared by a court to be placed under assistance, who are prohibited from opening of accounts, if the principal is a natural person, a photocopy of his/her National Identity Card shall be submitted; provided that where the said principal is of no legal capacity or with limited legal capacity, or has been declared by a court to be placed assistance, photocopy of the National Identity Card of his/her statutory representative, guardian, or assistant shall also be submitted. Where the principal is a juristic person or other institution, photocopy of the registration document of the juristic entity, photocopy of the notice of issuance of uniform number for taxable entities issued by the tax authorities (a profit-seeking enterprise may be exempt from submitting such copy of notice), and photocopy of the National Identity Card of the responsible person of the juristic entity shall be submitted. A photocopy of the registration document of the authorized discretionary trader as a company, and photocopy of the National Identity Card of the responsible person of such company. A photocopy of the National Identity Card of the investment manager (including deputy) or any other person authorized to execute trades, and original copy of power of attorney issued by the authorized discretionary trader to the aforesaid personnel. The letter containing instructions from a foreign professional institutional investor, when that investor, pursuant to Article 17, paragraph 10 of the Discretionary Investment Business Regulations, applies to convert a futures trading account originally used for its own trades to a discretionary futures trading account, or when the investor, after converting the account from one for its own use to a discretionary futures trading account, reverts to a futures trading account for its own trading. A securities broker shall accept orders to trade securities only after the discretionary investment account opening procedures prescribed in preceding paragraph have been completed and the required information has been entered into the computer files of the TPEx. In case of change, after account-opening, of investment manager (including deputy) or another person authorized to execute trades, orders for trading securities shall not be accepted unless and until the required documents prescribed in preceding subparagraph 1 of paragraph 4 have been replaced.
Article 45-3	When a securities firm accepts an application to open an account on behalf of a trustee of trust property, the account name shall indicate that it is a segregated trust account, and the following documents shall be submitted: Where the trustee is a trust enterprise: Photocopy of the juristic person registration documentation of the trust enterprise and photocopy of the notice of issuance of uniform number for taxable entities issued by the tax authorities. Power of attorney and photocopies of the National Identity Cards of the representative of the juristic person and the attorney in fact. Where the settlor is a natural person, a photocopy of the person's National Identity Card; where it is a juristic person, a photocopy of the documentation of its juristic person registration. Summary terms and conditions contract for the trust. Where the trustee is not a trust enterprise: Where the settlor and trustee are natural persons, photocopies of their National Identity Cards; where they are juristic persons, photocopies of their juristic person registration documentation, and the power of attorney and photocopies of the National Identity Cards of the representative of the juristic person and the attorney in fact. Photocopy of the notice of issuance of uniform number for taxable entities issued by the tax authorities. Photocopy of the trust deed or the original notarized will. 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. Where a trading account under the preceding paragraph belongs to a charitable trust, a photocopy of the approval document by the competent authority for the target industry shall also be submitted. A securities broker shall make a detailed check of the documents related to opening of the segregated trust account, and shall accept orders to trade securities only after completing the account opening procedures and entering the account opening information into the computer files of the TPEx. In the case of a principal engaging a securities broker to conduct systematic (fixed-interval, fixed-amount) trading of TPEx listed securities by means of a trust, the provisions of paragraph 1, subparagraph 1, and of the paragraph here preceding, shall not apply.
Article 45-4	If the accounts that a customer opens are of any of the following natures, any business premise of the securities firm may accept such customer's application to open two or more trading accounts: Discretionary investment account. Trading account opened by an offshore foreign institutional investor. Trading account opened by a Mainland institutional investor pursuant to Point 6 of the Operation Directions for Applications by Overseas Chinese, Foreign Nationals, and Mainland Area Investors for Registration to Invest in Domestic Securities or Trade Domestic Futures. Trading account opened by a domestic professional institutional investor as defined in Article 19-7, paragraph 4 of the Regulations Governing Securities Firms. Segregated trust accounts opened based on the different types of contract for the respective trust accounts. When a securities firm processes an application from a customer to open two or more trading accounts, it shall add notes following the name of the customer specifying the reasons for opening the accounts, in order to clearly segregate the authorities and duties of each such account.
Article 45-5	When a securities firm accepts account opening, the customer shall submit the documents necessary for verifying its identity as provided in the Regulations Governing Anti-Money Laundering of Financial Institutions.
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: If the principal is specifically approved by the Ministry of Economic Affairs Department of Investment Review or Bureau of Industrial Parks or any of the National Science and Technology Council Science Park Bureaus, 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. The account may only accept sell orders and only for the type and amount of securities in its originally approved investment plan. If non-TPEx-listed shares held 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 by a principal not specifically approved by the Ministry of Economic Affairs Department of Investment Review or Bureau of Industrial Parks or a National Science and Technology Council Science Park Bureau are subsequently approved for TPEx listing, the principal may commence placing sell orders only after it reports to the TPEx by designated letter, submitting the relevant information regarding the original investment such as transaction statements, remittance statements, and tax payment certificates, and the TPEx responds by letter approving the account opening. 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 235-1; 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 or company registration certificate (or document of equivalent validity), the power of attorney for filing income tax returns required by the tax authority, 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. 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. 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. Where the securities and the said entitlements are obtained pursuant to Article 167-1, paragraph 2; Article 167-2; Article 235-1; 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. 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. If a principal held the securities of a foreign enterprise before that company became a TPEx 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, and documentary proof of the principal's identity or the principal's company registration certificate (or document of equivalent validity) 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 TPEx securities firm for securities trading under Article 46-5, the present account for sell-only trades shall be canceled. An overseas Chinese or foreign national of the preceding 3 subparagraphs that obtains shares of another TWSE or TPEx listed company, emerging stock company, TWSE or TPEx primary listed company, or foreign emerging stock company by duly participating in a public tender offer through an offer to sell or by the issuer's participation in a merger or acquisition, or that obtains shares as the result of a new share distribution, subscription, or transfer based on the aforesaid shares may sell those shares through the account opened in accordance with the provisions of the 3 preceding subparagraphs. If the principal under the preceding paragraph is an offshore overseas Chinese or foreign natural person, they 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: 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. Photocopy of the contract for opening of the TPEx securities trading account, and submit for inspection the original of the central depository account passbook. Power of attorney for the agent, which must be legalized by an overseas representative office or authorized entity of the Republic of China. Record of ID Number in the Republic of China issued by the National Immigration Agency of the Ministry of the Interior. 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	When any individual, juristic person, organization, or other institution of the Mainland Area opens an account with a securities broker because of acquiring TPEx listed securities due to inheritance or gift shall open an account in accordance the following requirements, the following documents shall be submitted: Certificate of payment of estate tax or gift tax issued by the tax authority, or other supporting documents, and the power of attorney for filing income tax returns required by the tax authority. Documentation of the natural person's identity and permission to enter Taiwan. Documentation of the registration of the juristic person, organization, or other institution, which means certification or documentation of its status as a justice person or an organization issued by the government of the place where it is registered. When any individual, juristic person, organization, or other institution of the Mainland Area, or any company invested in any third jurisdiction by any of the above, opens an account with a securities broker after having received specific approval by the Department of Investment Review, Ministry of Economic Affairs for investment in a TPEx listed company, the following documents shall be submitted: Photocopy of the approval to sell document, and the power of attorney for filing income tax returns required by the tax authority. Documentary proof of the natural person's identity and permission to enter Taiwan. Documentary proof of the status of the juristic person, organization, or other institution, or the company invested in a third jurisdiction by any of the above (which must be notarized, authenticated, legalized as required by the provisions of the Department of Investment Review, Ministry of Economic Affairs regarding the documents required to be submitted with applications for investment in Taiwan by persons of the Mainland Area). If the principal of the preceding two paragraphs mandates an agent to open the account, the following provisions shall be complied with: If the principal is a natural person, the agent shall bring in person the proof of identify of the agent and the principal, and the power of attorney (which must be notarized by a notary public office in the Mainland Area and legalized by the Straits Exchange Foundation), and the relevant documents under the preceding two paragraphs. If the principal is a juristic person, organization, or other institution, or a company invested in a third jurisdiction by any of the above, the agent shall bring in person the documentary proof of identify of the agent, and the power of attorney (which must be notarized, authenticated, legalized as required by the provisions of the Department of Investment Review, Ministry of Economic Affairs regarding the documents required to be submitted with applications for investment in Taiwan by persons of the Mainland Area), and the relevant documents under the preceding two paragraphs. The provisions of Article 46, paragraph 2 are applicable mutatis mutandis to a person from the Mainland Area applying to open a New Taiwan Dollar account pursuant to subparagraph 1 of the preceding paragraph, provided that the identification certificate and power of attorney must be notarized by a notary public office in the Mainland Area and legalized by the Straits Exchange Foundation. The account referred to in paragraphs 1 and 2 shall be used for sales orders and no purchase orders shall be allowed.
Article 46-2	(deleted)
Article 46-3	When a securities brokerage firm accepts the account opening by domestic agent of a depository of overseas depositary receipts, the account name shall reflect the rights and obligations of the TPEx traded securities, and the following documents shall be presented: Photocopy of approval letter by the competent authority for issue of overseas depositary receipt. Photocopy of power of attorney by the depository institution appointing its domestic agent. Photocopy of the national identity card, alien resident certificate, or company registration (or amendment registration) certification of the domestic agent or representative of the depositary institution. Provided, if such documentation for the same domestic agent or representative has already been submitted to and placed on file by the broker, it need not be resubmitted. The aforesaid account shall be used only for sale orders. However, if the plan for issuing overseas depositary receipt, deposit agreement and custodian agreement provide that the depository may buy back securities from the TPEx for re-issuance and if the depositary has submitted an application thereof together with photocopy of the aforesaid documents (including summary translation) to the TPEx for recordation, the securities brokerage firm may accept orders to purchase the underlying securities represented by depositary certificates. When holders of overseas depositary receipts acquires shares of a TPEx listed company as a result of a demerger and capital reduction conducted by a company that has sponsored the issuance of overseas depositary receipts, the depositary institution shall designate a domestic agent to submit the documents listed below to open a collective custody account on behalf of the holders of the overseas depositary receipts at a securities firm engaged in TPEx trading: Photocopy of the previous letter of approval to issue overseas depositary receipts issued by the competent authority. Photocopy of the meeting minutes of the demerged company's shareholders meeting that approved the demerger. Photocopy of the power of attorney executed by the depositary institution appointing the domestic agent. Photocopy of the national identity card, alien resident certificate, or company registration (or amendment registration) certification of the domestic agent or representative of the depositary institution. However, if such documentation for the same domestic agent or representative has already been submitted to and placed on file by the broker, it need not be resubmitted. The trading account referred to in the preceding paragraph may not be used for any securities trading except the brokered sale of the TPEx listed company's stock obtained as a result of a demerger and capital reduction. Domestic agents applying for account opening on behalf of overseas Chinese or foreign nationals that have invested in overseas depositary receipts and desired to redeem such depositary receipts into the underlying securities, shall carry out registration and account opening in accordance with Article 46-5; provided, if approval has been obtained and an account opened prior to redemption of the overseas depositary receipts, it need not be done anew.
Article 46-4	Where a foreign national or overseas Chinese investing in overseas convertible corporate bond and applying for converting such into the represented securities retains a domestic agent to open account, the TPEx approval letter and photocopy of documents referred to in paragraph 2 shall be presented to a securities brokerage firm. A securities brokerage firm shall handle the account opening in the account holder name as specified in the TPEx approval letter and, after completion of account opening, report in writing to the TPEx for record-keeping; the said account shall be used only for sale orders and not for purchase orders. Application form and the following documents shall be submitted to apply for the said approval provided in the preceding paragraph: Certification document(s) from issuer for a holder of the overseas convertible corporate bond to convert such and become a shareholder. The original copy of power of attorney in connection with authorization to its domestic agent, who meets qualification of the competent authority, for application for conversion, domestic custody of securities, account opening for trading, confirmation of trades, trade settlement, application for foreign exchange settlements, tax payments, and proxy for exercising shareholder rights, and photocopies of the company license of the said domestic agent and identification document of its representative.
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 TPEx 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 TPEx securities firm for purposes of opening an account for TPEx securities trading. Overseas Chinese: overseas Chinese identity certificate or ROC passport with an overseas compatriot identity endorsement, and also submit the Resident Certificate and other identity document sufficient to identify the person (e.g., National Health Insurance Card, passport, driver's license, or student ID). Foreign natural person: alien resident certificate or the identification card issued pursuant to the Directions for Issuing Identification Cards to the Staff of Diplomatic Missions in the Republic of China (Taiwan) and Their Family Members, and also submit other identity document sufficient to identify the person (e.g., National Health Insurance Card, passport, driver's license, or student ID). Foreign institutional investor: photocopy of documentation of company registration (or of documentation following amendment registration) filed with the competent authority of its home country, 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 TPEx securities firm for purposes of opening an account for TPEx 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 TPEx securities firm, they need not be resubmitted). If a TPEx 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, 235-1, or 267 of the Company Act, awards securities to overseas foreign-national employees, its overseas parent or subsidiary, branch office, or representative 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 TPEx securities firm, and shall annex the original undertaking stating that the overseas parent or subsidiary, branch office, or representative 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 restricted to the sale of the following stocks; no other securities trading may be engaged in. 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. Stocks of another TWSE or TPEx listed company, emerging stock company, TWSE or TPEx primary listed company, or foreign emerging stock company that those employees have obtained by duly participating in a public tender offer through an offer to sell or by the issuer's participation in a merger or acquisition, or as the result of a new share distribution, subscription, or transfer based on the aforesaid stocks. A TPEx 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 TPEx securities firm, it shall, in addition to the account opening documents specified in paragraph 3, affix an original copy of the undertaking by the TPEx primary listed company or emerging stock company stating that it has actually obtained the authorization of the foreign national employees, to apply to the TPEx 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, or of stocks of another TWSE or TPEx listed company, emerging stock company, TWSE or TPEx primary listed company, or foreign emerging stock company that those employees have obtained by duly participating in a public tender offer through an offer to sell or by the issuer's participation in a merger or acquisition, or as the result of a new share distribution, subscription, or transfer based on the aforesaid stocks. If the agent in this article is a custodian institution approved by the Financial Supervisory Commission, and the custodian institution and the TPEx securities firms handling account opening all have network authentication mechanisms, the documents for account opening may be transmitted electronically to open the account. If, after the registration by the overseas Chinese or foreign national is complete, any of the situations under Article 11 of the Regulations Governing Investment in Securities by Overseas Chinese and Foreign Nationals exists, and the registration is canceled by the TWSE, the securities broker may not accept any further buy orders therefrom, provided that this restriction shall not apply to a purchase made to return securities borrowed in a securities borrowing and lending transaction. After the balance of the account has been liquidated, the securities broker shall cancel the account.
Article 46-6	Each headquarters and branch of a securities firm may open two omnibus trading accounts in its own name, for purposes of accepting securities trading orders from domestic and foreign principals (including overseas Chinese and foreign nationals) respectively, provided that omnibus trading accounts may not be used by principals from the Mainland Area. A principal may use an omnibus trading account only after opening a securities trading account; the omnibus trading account may be used to participate in trading through the TPEx's automated trade matching system, after-hours fixed-price trading, odd-lot trading, block trades that are cleared and settled on the second business day following the trade date, and trading through the Emerging Stock Computerized Price Negotiation and Click System. With the exception of emerging stocks, the principal may also, after carrying out a securities borrowing trade through a securities firm under the Securities Lending and Borrowing Rules of the Taiwan Stock Exchange Corporation, trade the borrowed securities through the omnibus trading account. A principal that is allowed by regulations to engage in margin trading may engage in margin trading through the omnibus trading account. If a principal has authorized a trader to conduct trades and handle allocation of trade prices and volumes, it shall provide a power of attorney and specify the allocation of trade price and volume and relevant authorized matters. However, where a same authorized trader is engaged by offshore overseas Chinese or foreign nationals, domestic funds, or units of a same group, the authorized trader may refrain from providing a power of attorney and shall provide a statement specifying the principals' ID numbers or uniform invoice numbers, names, and other relevant information. The TPEx may, in accordance with operational needs, require securities firms to provide certifying documents relating to the aforesaid authorizations.
Article 46-7	When a securities firm accepts orders to trade securities through an omnibus trading account, it shall make trading quotes corresponding to the orders placed by the principals or the authorized traders respectively, and shall note the name or symbol of the principal or the authorized trader on the order ticket or the trading order record. The securities firm shall transmit the itemized allocations of trade prices and volumes as instructed by the authorized traders to the TPEx by 6 p.m. on the trade date, and the itemized orders of the principals and authorized traders to the TPEx by 6 p.m. on the first business day following the trade date. However, this restriction shall not apply to emerging stocks, nor shall it apply in circumstances where the TPEx has expressly provided otherwise. Operational directions related to omnibus trading accounts will be separately prescribed by the TPEx.
Article 46-8	A Mainland Area 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 engaging in TPEx trading, the submission may be exempted) to open an account for TPEx securities trading at a securities firm that engages in TPEx trading. When the domestic agent for a Mainland Area qualified institutional investor 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 identity of the Mainland Area qualified institutional investor, documentation of the overseas investment limit approved by the competent authority for foreign exchange business in the Mainland Area, and a photocopy of the letter of approval issued by the TWSE for the inward remittance amount of the Mainland Area qualified institutional investor, to open the account for securities trading. The meaning of "Mainland Area qualified institutional investor" shall be defined in accordance with Article 3 of the Regulations Governing Securities Investment and Futures Trading in Taiwan by Mainland Area Investors. Article 46-5, paragraph 6 hereof shall apply mutatis mutandis to Mainland Area investors opening an account. 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 Area Investors occurs to a Mainland Area investor and the registration is thus canceled by the Taiwan Stock Exchange Corporation, the securities broker may not accept any further buy orders, and shall cancel the account after the balance in the account has been liquidated.
Article 46-9	The domestic agent or representative of a Mainland Area nationality shareholder of a TPEx primary listed company shall, when opening an account at a TPEx 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 Area nationality shareholders have held the stock (or certificates representing the stock) prior to the TPEx listing of the foreign issuer's stock in Taiwan, or the documentary proof that Mainland Area nationality employees have obtained the stock through distribution, subscription, or transfer in accordance with the laws and regulations of the country of registration. The domestic agent or representative of a Mainland Area nationality shareholder of a TPEx primary listed company, or of a TPEx primary listed company's shareholder that is a company in a third jurisdiction invested by a Mainland Area individual, juristic person, organization, or other institution, when opening an account at a securities broker, shall submit, in addition to the documents for account opening as mentioned in paragraph 1 of the preceding Article, the documentary proof that the stock issued by that foreign issuer is obtained by the shareholder because of direct-investment participation in a private placement, cash capital increase, merger, acquisition, or share exchange. Accounts referred to in the preceding two paragraphs are permitted to handle only the sale of stock issued by such a foreign issuer and the stocks of another TWSE or TPEx listed company or TWSE or TPEx primary listed company that have been obtained by duly participating in a public tender offer through an offer to sell or by the issuer's participation in a merger or acquisition, or as the result of a new share distribution, subscription, or transfer based on the aforesaid stocks, and may not be used for other securities trading. If a TPEx listed company issues securities to Mainland Area nationality employees pursuant to Article 28-2, paragraph 1, subparagraph 1 or Article 28-3 of the Securities and Exchange Act, or Article 235-1 or 267 of the Company Act, its overseas subsidiary or branch office, when handling the assignment, subscription, or distribution of securities for Mainland Area nationality employees, shall carry out registration of a Mainland Area nationality employee collective investment account pursuant to relevant TWSE operation directions regarding registration; when engaging the domestic agent to open an account at a TPEx 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 subsidiary or branch office stating that it has duly obtained the authorization from the Mainland Area nationality employees to open the account at the TPEx 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, or the stocks of another TWSE or TPEx listed company or TWSE or TPEx primary listed company that those employees have obtained by duly participating in a public tender offer through an offer to sell or by the issuer's participation in a merger or acquisition, or as the result of a new share distribution, subscription, or transfer based on the aforesaid stocks, and may not be used for any other securities trading. A TPEx primary listed company that issues securities to its employee or employees who are Mainland Area 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 Area Nationality Employees pursuant to the TWSE regulations applicable to registration procedures. Additionally, when it engages its domestic agent to open an account with a TPEx securities firm, it shall, in addition to the account opening documents specified in paragraph 1, affix an original copy of the undertaking by the TPEx primary listed company stating that it has actually obtained the authorization of the Mainland area nationality employees, to apply to the TPEx 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 or the stocks of another TWSE or TPEx listed company or TWSE or TPEx primary listed company that those employees have obtained by duly participating in a public tender offer through an offer to sell or by the issuer's participation in a merger or acquisition, or as the result of a new share distribution, subscription, or transfer based on the aforesaid stocks. Paragraphs 4 and 5 of the preceding article shall apply mutatis mutandis to the opening, registration, and cancellation of accounts by Mainland Area nationality shareholders and of Segregated Collective Investment Accounts for Mainland Area Nationality Employees.
Article 46-10	When a securities firm accepts account opening, if the customer is an overseas Chinese, foreign national, or Mainland Area investor, the customer shall submit the documents necessary for verifying its identity as provided in the Regulations Governing Anti-Money Laundering of Financial Institutions.
Article 47	Upon discovering that the customer meets any of the following circumstances, a securities firm shall refuse to open the account and for those that have opened an account, the firm shall refuse to accept trading orders: Where the customer is a minor and not represented by his/her statutory representative, provided that this restriction does not apply if the minor is married. Where the customer is a staff member or employee of the competent authority's Securities and Futures Bureau and fails to submit a letter of consent from the authority. Where the customer is an employee of the TPEx and fails to submit a letter of consent from the TPEx. Where the customer has been adjudicated bankrupt and his/her rights have not be reinstated. Where the customer has been declared by a court to be placed under guardianship where such declaration has not yet been voided, provided that this restriction shall not apply when a guardian disposes of securities for purposes of the interest of the ward. Where the customer has been declared by a court to be placed under assistance, and has not obtained the consent of the assistant or permission from a court. Where the account is being opened by a juristic person and a certificate of authorization for account opening is not provided. Where the securities firm is not permitted by the competent authority or approved by the TPEx. A director, supervisor, or employee of a securities firm has been engaged as the agent to open an account with the securities firm. Where a principal of discretionary investment has been declared by a court to be placed under assistance and such declaration has not been voided. A principal that applies to convert an account it originally opened as a discretionary futures trading account to a futures trading account for its own use. In the event that a customer has any of the following conditions, the securities firm shall refuse the account opening, and if an account has been opened, the securities firm shall refuse the securities trade, trading order, or subscription: Where the customer has breached a contract by failing to perform clearing and settlement obligations on schedule, and the case has not been closed and 5 years have not elapsed since the TPEx or Taiwan Stock Exchange sent notification by circular letter to all the securities firms. However, this provision does not apply to brokerage trades that are made for purposes of offsetting margin purchases or short sales that were already executed for the same customer on the same day, and are of the same type and same quantity of securities, nor does it apply to opposite offsetting trades made on the same day in brokerage day trading under the Operational Rules Governing Day Trades of Securities. Where the customer has violated the Securities and Exchange Act, or is involved in forging (altering) TWSE listed or TPEx listed stocks and 5 years have not elapsed since a final criminal judgment was rendered by the judicial agency or since a notice of suspension of securities trading was given by the competent authority. Where the customer has breached a futures trading contract and the case has not been closed and 5 years have not elapsed, or where the customer has been convicted of violating any law or regulation governing futures trading as confirmed by a final criminal judgment of a judicial agency and less than 5 years has elapsed since such judgment. If the case has been closed since the TPEx sent a circular letter to all the securities firms in connection with the breach of contract of a customer, the securities firm shall report to the TPEx in writing, and the TPEx shall relay such information to all the securities firms. Internal personnel of a securities firm opening accounts for the trading of securities shall process such matters in accordance with Article 28-1 of these Rules and supplementary rules thereto. If a customer has breached the account opening contract by failing to perform clearing and settlement obligations on schedule and the customer commits another breach within a period of 1 year thereafter, then for 10 consecutive business days beginning from the day the securities firm accepts the customer's first trade during the 3-month period beginning from the date of public announcement of closure of the case, the securities firm shall collect from the customer in advance and in full the securities or funds for all orders placed by the customer.
Article 48	After a customer has completed the account opening procedures, the securities firm shall immediately use computer linkage operation to key-in the following information of the customer regarding account opening into the computer of the TPEx: Account number. Name. Date of birth or establishment. Identification card number or uniform number of profit-seeking-enterprise or withholding unit. Name of statutory representative. An annotation that an account for book-entry transfer of securities under centralized custody has been opened. Other necessary information. When a customer's information of account opening changes, a securities firm shall immediately use the computer linkage operation to enter such change after receipt of the customer's notice of change.
Article 49	(deleted)

Section IV Reference Yield, Reference Price, Fluctuation and Fluctuation Range

Article 50	The minimum trading unit of government bonds, financial bonds, or corporate bonds is the denomination of NT$10,000. The trading quote shall be made based on the yield, units of 100 dollars, or the RP/RS rates. The fluctuation shall be 0.01 percent or 0.0001 dollar. The term "yield" referred to in these Rules means the value of principal and interests on the bond on each payment date up to the maturity date (excluding the trading date) and that the interest-on-interest method is used to arrive at the corresponding value of the bond on the trade date. The formula for converting the yields of TPEx traded bonds and their prices shall be separately prescribed by the TPEx.
Article 51	All outright trading of bonds shall be ex-interest. The interest accrued by the seller as of the clearing and settlement day shall be paid to the seller by the buyer together with the transaction price. The interest referred to in the preceding paragraph shall be calculated, based on the bond coupon rate, from (and inclusive of) the date on which interest accrues to (and exclusive of) the date of clearing and settlement based on the actual number of days. In the event that the clearing and settlement of a bond trade is delayed due to natural disaster or other events of force majeure, interest for the period of delay shall be calculated.
Article 52	The dollar amount at maturity of a repo-style bond transaction shall be calculated as the initial dollar amount plus the repo interest. The interest referred to in the preceding paragraph, except that for foreign government bonds to be separately announced by the TPEx, shall be calculated, at repo interest rate, commencing on the date of the operation to (and exclusive of) the date of maturity, and based on the actual number of days, with 1 year being equal to 365 days.
Article 53	(deleted)
Article 54	(deleted)
Article 55	The unit for quoting stock price is 1 share. The minimum trading unit is 1,000 shares. Trading quotes shall be based on a trading unit or integral multiples thereof. The minimum price unit for trading quotes referred to in the preceding paragraph shall be 1 cent for the market value of each share less than NT$10; 5 cents for NT$10 to less than NT$50; 10 cents for NT$50 to less than NT$100; 50 cents for NT$100 to less than NT$500; NT$1 dollar for NT$500 to less than NT$1,000; NT$5 for NT$1,000 and above. Unless otherwise approved by the competent authority or otherwise provided by the TPEx, the range of daily fluctuation of the trading price of a stock shall be limited to 10 percent above or below the reference price of that day; provided that the fluctuation range of less than the minimum tick shall be calculated as the minimum tick, and the price may not fall lower than the minimum tick. For newly TPEx listed stocks, with the exception of a stock that is already listed for trading on the TWSE pursuant to the Taiwan Stock Exchange Corporation Rules Governing Review of Securities Listings at the time of the application for listing of the stock on the TPEx (hereinafter, a "TWSE to TPEx listing transfer"), and of managed stocks, the restrictions set out in the preceding paragraph concerning the daily price limit shall not apply for the 5 consecutive business days beginning from the date of commencement of TPEx trading.
Article 56	The calculation of the reference price and the price limit of a stock on the commencement date of TPEx trading, unless otherwise provided, shall be based on the public sale price before the TPEx listing date. However, this does not apply in the following circumstances: In the case of a TWSE to TPEx listing transfer, the calculation shall be based on the stock's closing price on the last trading day before its delisting from the Taiwan Stock Exchange Corporation. In the case of a TPEx traded managed stock, the calculation shall be based on the stock's closing price on the last trading day before its delisting from the TPEx or delisting from the Taiwan Stock Exchange Corporation. With respect to the calculation basis of the reference price and the price limit on the commencement date of TPEx trading under the proviso of the preceding paragraph, in the event there was no closing price for a TWSE or TPEx listed stock on the last trading day, the following provisions shall apply: In the case of a TWSE to TPEx listing transfer, the calculation shall be based on the price determined by the principles set out in Article 58-3, paragraph 4, subparagraph 2 of the Operating Rules of the Taiwan Stock Exchange Corporation. In the case of a TPEx traded managed stock, the calculation shall be based on the price determined by the principles set out in Article 57, paragraph 1 herein or in Article 58-3, paragraph 4, subparagraph 2 of the Operating Rules of the Taiwan Stock Exchange Corporation.
Article 56-1	Where a company limited by shares or a foreign company converts its shares to another newly incorporated company or an existing TPEx listed or TPEx primary listed pursuant to Chapter II-1, Sections III and V herein, the calculation of the reference price and the price limit on the commencement date of TPEx trading of the common stock of such newly incorporated company shall be based on the price arrived at by multiplying (the closing price on the last trading day of the common shares of the TPEx (or TWSE) listed company or TPEx (or TWSE) primary listed company whose converted common shares are anticipated to account for the greatest proportion of the anticipated issued common shares of the newly incorporated company) by (the number of shares required for replacement with one new share). For securities of the newly incorporated company or existing TPEx listed or TPEx primary listed company other than common shares, the calculation shall be based on the price arrived at by multiplying (the closing price on the last trading day of the TPEx (or TWSE) listed security that is anticipated to account for the highest proportion among the various securities converted into such new security) by (the number of trading units required for replacement with one trading unit of the new security). In the calculation of the price referred to in the preceding paragraph, in the event there was no closing price for a TPEx listed security on the last trading day, the calculation shall be based on the price determined by the principles set out in Article 57, paragraph 1. In the event there was no closing price for a TWSE listed security on the last trading day, the calculation shall be based on the price determined by the principles set out in Article 58-3, paragraph 4, subparagraph 2 of the Operating Rules of the Taiwan Stock Exchange Corporation.
Article 56-2	When trading of TPEx listed securities is resumed after a halt or suspension of trading, the calculation of the reference price and the price limit of the securities on the first day of resumed trading shall, unless otherwise provided, be based on the closing price of the last trading day prior to the halt or suspension of trading. In the event there was no closing price on the last trading day, the calculation shall be based on the price determined by the principles set out in Article 57, paragraph 1.
Article 57	The reference prices of stocks, unless otherwise provided, shall be determined in the following order: The closing price through the automated trading system on the preceding business day. If for the preceding business day there is no record of a trade through the automated trading system, but there is a record of a buy quote(s) or sell quote(s) at the close of trading hours, if the highest quoted buy price is higher than the basis price of the opening of trading that day, then that highest quoted buy price will be taken as the reference price for the current day; if the lowest quoted sell price is lower than the basis price of the opening of trading that day, then that lowest quoted sell price will be taken as the reference price for the current day. The basis price of the opening of trading through the automated trade matching system the preceding business day. The TPEx shall calculate and publicly announce the reference prices on a daily basis.
Article 58	Before the commencement of operation on each day, a securities firm shall display at its business premises the high, low, and last trade price and trading volume of each security on the preceding business day.
Article 59	If a stock trade on the TPEx is cleared and settled after the date of suspension of changes to entries in the shareholders' register of the issuing company in accordance with paragraph 2 of Article 165 of the Company Act, the trade shall be an ex-dividend or ex-rights trade. The calculation method for the reference price on the commencement date of ex-dividend or ex-rights trading shall be separately prescribed by the TPEx. The handling of ex dividend and ex right matters of the stocks involved in margin purchases and short sales shall be done in accordance with the Operating Rules for Securities Firms Handling Margin Purchases and Short Sales or the operating rules adopted by securities finance enterprises for handling margin purchases and short sales.
Article 60	For a TPEx listed company duly carrying out procedures for issuance of new replacement shares due to capital reduction, the reference price of the stock on the commencement date of the TPEx trading after the capital reduction shall be calculated based on the closing price on the last trading day before the issuance of the new replacement shares divided by the ratio of the number of issued shares after capital reduction to the original number of issued shares. Provided, where, because of a demerger, a consolidated filing is submitted for the demerger and capital reduction and issuance of new replacement securities, the calculation of the reference price of the stock on the commencement date of the TPEx trading after the capital reduction shall be based upon the closing price on the last trading day before the issuance of the new replacement shares. If under circumstances in the preceding paragraph share money is refunded to shareholders in the form of cash, the reference price of the stock on the commencement date of the TPEx trading after the capital reduction shall be calculated based on the closing price on the last trading day before the issuance of the new replacement shares minus the amount of the cash refund per share divided by the ratio of the number of issued shares after capital reduction to the original number of issued shares. In the calculation of the price referred to in the preceding two paragraphs, in the event there was no closing price for a TPEx listed stock on the last trading day, the calculation shall be based on the price determined by the principles set out in Article 57, paragraph 1.
Article 60-1	A stock's basis price at the opening of trading is the reference price of that stock as determined by the principles set out in Article 57, paragraph 1, provide that under the following circumstances the basis price will be determined by the following principles: On the commencement date of TPEx trading, the basis price for the opening of trading is the price for that stock as calculated according to Article 56 or 56-1, and in compliance with Article 55, paragraph 2. On the first day of resumption of suspended trading, the basis price for the opening of trading is the price for that stock as calculated according to Article 56-2, 60, or 60-2 and in compliance with Article 55, paragraph 2. On the commencement date of ex-dividend or ex-rights trading, the basis price for the opening of trading is the price for that stock as calculated according to Article 59, and in compliance with Article 55, paragraph 2. However, in the event of a TPEx listed company conducting a cash capital increase, it is the price calculated by that stock's ex-rights reference price on the current day plus the cash capital increase rights value, and in compliance with Article 55, paragraph 2.
Article 60-2	For a TPEx listed company carrying out procedures for issuance of new replacement shares due to a change of par value, the reference price of the stock on the commencement date of TPEx trading after the change of par value shall be calculated based on the closing price on the last trading day before the issuance of the new shares divided by the ratio of the number of issued shares after the change of par value to the original number of issued shares. In the calculation of the price under the preceding paragraph, in the event there was no closing price for a TPEx listed security on the last trading day, the calculation shall be based on the price determined by the principles set out in Article 57, paragraph 1.
Article 61	A stock trade of less than one trading unit shall be an odd-lot trade. The trading method for odd-lot trades shall be separately prescribed by the TPEx.

Chapter IV TPEx Trading

Article 62
Article 62-1
Article 62-2
Article 62-3
Article 63
Article 63-1
Article 64
Article 65
Article 65-1
Article 65-2
Article 65-3
Article 66
Article 66-1
Article 66-2
Article 67
Article 68
Article 69
Article 69-1
Article 69-2

Chapter V Brokerage Trading by Securities Firms

Article 70
Article 70-1
Article 70-2
Article 71
Article 71-1
Article 71-2
Article 71-3
Article 72
Article 73
Article 74
Article 75
Article 76
Article 77
Article 77-1
Article 78
Article 78-1
Article 79
Article 79-1
Article 79-2
Article 80
Article 81

Chapter VI Proprietary Dealing of Securities Firms

Article 82
Article 82-1
Article 83
Article 84
Article 85
Article 86
Article 86-1
Article 87
Article 87-1
Article 87-2
Article 87-3
Article 87-4
Article 87-5
Article 88
Article 89
Article 89-1

Chapter VII Clearing and Settlement

Article 90
Article 91
Article 92
Article 92-1
Article 92-2
Article 92-3

Chapter VIII Surveillance and Processing of Disputes

Article 93
Article 94
Article 94-1
Article 95
Article 96
Article 97
Article 98
Article 99
Article 99-1
Article 100
Article 101
Article 101-1

Chapter IX Penal Provisions

Article 102