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1. "Advisory contract" means a contract signed between the issuer and securities firms authorizing the securities firms to plan matters related to the issuer's application for TPEx listing (or TWSE listing).
2. "Advisory recommending securities firm" means a recommending securities firm that has signed an advisory contract with the issuer.
3. "Professional shareholder services agent" means a shareholder services agent that has obtained supporting documents from the Taiwan Depository & Clearing Corporation (TDCC) in evidence of the following:
1. Its personnel and facilities for handling shareholder services all are in compliance with the Regulations Governing the Administration of Shareholder Services of Public Companies.
2. There has been no instance in the preceding 3 years in which, after a TDCC audit, the TDCC has made written suggestions for improvement, and it has failed to make improvements by the deadline.
4. "Investment holding company" means an issuer that is a professional investment company the purpose of which is to control the operations of a holding company subsidiary or subsidiaries either directly, or indirectly through a subsidiary.
5. "Holding company subsidiary" means any of the following invested companies:
1. Any invested company in which an investment holding company directly holds more than 50 percent of the issued voting shares or more than 50 percent of the contributed capital;
2. Any invested company in which an investment holding company indirectly through its subsidiary(ies) holds more than 50 percent of the issued voting shares or more than 50 percent of the contributed capital;
3. Any invested company in which an investment holding company directly, and indirectly through its subsidiary(ies), holds more than 50 percent of the issued voting shares or more than 50 percent of the contributed capital.
6. "Financial reports" means consolidated financial reports, or if the issuer does not have a subsidiary, means individual financial reports.
7. "Parent" and "subsidiary" shall respectively be defined in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
8. "Major subsidiary" means a major subsidiary as defined in Article 2-1, paragraph 2 of the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and Article 5 of the Directions for Auditing and Attestation of Financial Statements of Financial Institutions by Certified Public Accountants.
9. "Net worth" means the equity attributable to owners of the parent stated in the balance sheet prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

1. It is a public company, or it applies for Emerging Stock registration and simultaneously files for public issuance in accordance with the Regulations Governing the Offering and Issuance of Securities by Securities Issuers.
2. It has signed an advisory contract with securities firms.
3. It has received written recommendations by two or more advisory recommending securities firms, and one of them has been designated as the lead advisory recommending securities firm, and the other(s) as co-advisory recommending securities firm(s), and the lead advisory recommending securities firm has submitted the Financial or Operational Material Event Checklist (Short-Form) for the company for the most recent 1 month (hereinbelow, the "Short-Form Checklist"; see Table 1).
4. It shall have engaged a professional shareholder services agent to handle shareholder services.
5. All stocks and bonds that it offers and issues or privately places shall without exception be issued in scripless form.
6. It shall have appointed independent directors under Article 14-2 of the Securities and Exchange Act and related provisions. However, if the issuer is applying for Emerging Stock registration and simultaneously filing for public issuance, it shall undertake that it will hold a shareholders meeting and complete the appointment of independent directors within 6 months after registration.
7. It shall have established a remuneration committee under Article 14-6 of the Securities and Exchange Act and related provisions, and a majority of the members shall be independent directors. However, if the issuer is applying for Emerging Stock registration and simultaneously filing for public issuance, it shall undertake that at the time of completion of the appointment of independent directors, it will comply with the latter part of the main provision of this subparagraph.
8. It shall have taken out and maintain liability insurance for its directors and supervisors with respect to their legally required liabilities for damages arising from their performance of duties during their term of office.

1. It is a company limited by shares organized and registered under foreign law, and does and has not violated any applicable provision of the Act Governing Relations Between the Peoples of the Taiwan Area and the Mainland Area, and it has filed, together with the application, for retroactive public issuance of the stock pursuant to the provisions of the Regulations Governing the Offering and Issuance of Securities by Foreign Issuers. However, if individuals, juristic persons, groups, or other institutions from the Mainland Area have direct or indirect shareholding or capital contribution exceeding 30 percent in, or effective control over, the foreign issuer, special-case permission shall be obtained from the competent authority.
2. Its issued registered stock is not listed for trading on any overseas securities market, and it has not applied with the TPEx or the TWSE for a TPEx primary listing or TWSE primary listing of its stock.
3. It has signed an advisory contract with securities firms.
4. It has received written recommendations by two or more advisory recommending securities firms, and one of them has been designated as the lead advisory recommending securities firm, and the other(s) as co-advisory recommending securities firm(s), and the lead advisory recommending securities firm has submitted the Short-Form Checklist for the company for the most recent 1 month (Table 1).
5. It shall have engaged a professional shareholder services agent to handle shareholder services.
6. It has appointed at least 1 litigious and non-litigious agent who has a domicile or residence within Taiwan.
7. It shall undertake that it will comply in the following matters:
1. Comply with the ROC Securities and Exchange Act and related laws, regulations, and policies. If the foreign issuer is an investment holding company, its holding company subsidiary also must undertake that it will comply therewith.
2. To cooperate with on-site audits by the TPEx when necessary, or upon request by the TPEx, appoint a designated CPA or professional institution to conduct a targeted examination within the audit scope designated by the TPEx, and to submit the examination results to the TPEx, and agree to bear any related expenses.
3. Shares registered on the ESM shall be delivered by book-entry transfer.
4. If any important matters in connection with protection of shareholder equity conflict with mandatory provisions of laws or regulations of the issuer's country of registration, the issuer shall enhance the disclosure of the material discrepancies in its prospectus. If such matters are not in conflict with any mandatory provisions of laws or regulations of the issuer's country of registration, they shall be specified in the company's articles of incorporation or organizational documents. If specified in the organizational documents, the articles of incorporation shall state that such matters will be handled in accordance with the organizational documents, and the procedures for adoption and amendment of the organizational documents shall be the same as for the articles of incorporation.
8. Any stocks and bonds offered and issued or privately placed shall be issued in scripless form; provided, this restriction shall not apply if the laws or regulations of the country of its registration provide otherwise.
9. The laws of the Republic of China (ROC) shall be the applicable law for the Contract for TPEx Trading of Emerging Stock entered into by the foreign issuer. The Taiwan Taipei District Court shall be the competent court for litigation in the event of any dispute arising in connection with the Contract.
10. It shall have appointed independent directors under the mutatis mutandis application of Article 14-2 of the Securities and Exchange Act and related provisions, and must have at least 1 independent director domiciled in Taiwan.
11. It shall have established a remuneration committee under the mutatis mutandis application of Article 14-6 of the Securities and Exchange Act and related provisions, and a majority of the members shall be independent directors.
12. It shall have taken out and maintain liability insurance for its directors and supervisors with respect to their legally required liabilities for damages arising from their performance of duties during their term of office.
13. If provisions of the ROC Securities and Exchange Act that are applicable mutatis mutandis are in conflict with mandatory provisions of laws or regulations of the issuer's country of registration, the mutatis mutandis application of those provisions may be excluded only if they fall within the scope of specific provisions of the Securities and Exchange Act for which the competent authority has publicly announced an exemption from application.
14. If with respect to important matters connected with the protection of shareholder equity, the laws or regulations of the issuer's country of registration contain provisions regarding exclusive jurisdiction of courts that exclude the jurisdiction of ROC courts, and further, if the jurisdiction of ROC courts is not specified within the issuer's articles of incorporation, the issuer must have at least 2 directors domiciled in Taiwan.

1. The advisory recommending securities firm is a party, with the issuer of paragraph 1, with any related party or insider thereof, or with any specified person arranged by any such related party or insider, to any repurchase of the shares or stipulates the non-transferability of the shares within a specified time period.
2. Within a short time after the issuer is registered for Emerging Stock trading, the advisory recommending securities firm, without a legitimate reason, sells in a large volume the shares that it has subscribed, causing a significant decrease in its inventory position.

1. Be a registered member of the Taiwan Securities Association.
2. Meet the requirements set forth in Article 23 of the Regulations Governing Securities Firms;
3. Have had a regulatory capital adequacy ratio under Article 59 of the Regulations Governing Securities Firms of not less than 150 percent in each of the past 6 months; and
4. Currently be a securities firm that has signed an advisory contract with the issuer; furthermore, the lead recommending securities firm shall be the lead advisory securities firm.

1. Have served within the past 3 years as the lead securities firm in a total of at least three cases of applications for initial TWSE listing or TPEx listing of stock, or new share issue for cash capital increase, or issue of convertible corporate bonds, where the applications were approved by the competent authority and the shares are already listed and traded; or its underwriting department head and at least three members of its associated persons handling underwriting business possess the aforementioned case-handling experience.
2. Have 10 or more persons who are qualified registered associated persons for underwriting business.

1. Where the recommending securities firm and the issuer have mutually prepared assessment reports on TWSE listing or TPEx listing of securities for each other;
2. Where there exists any condition enumerated in Article 26 of the Regulations Governing Securities Firms; or
3. Where the recommending securities firm and the issuer belong to the same business group.

1. It loses any qualification as a securities underwriter, a securities broker, or a securities dealer.
2. For reasons relating to underwriting business, it is subject to a disposition or sanction of business suspension or of greater severity by the competent authority under the Securities and Exchange Act or related rules, or by the Taiwan Stock Exchange Corporation under its Operating Rules or related rules, or by the TPEx under its Trading Rules or related rules.
3. Its regulatory capital adequacy ratio has failed to reach 150 percent for 3 consecutive months.
4. Any of the circumstances enumerated in Article 10 of these Rules.

1. If the issuer is not simultaneously filing for public issuance, the TPEx will issue the letter of approval within 3 business days from the date of receipt of the documents.
2. If the issuer is simultaneously filing for public issuance, the TPEx will issue the letter of approval on the date of effective registration of the public issuance of the stock. However, if the issuer is a foreign issuer that is simultaneously filing for public issuance under the Regulations Governing the Offering and Issuance of Securities by Foreign Issuers, the TPEx may issue the letter of approval after the date of effective registration of the public issuance of the stock.

1. Pay the TPEx trading fees; and
2. Submit other necessary documents specified by the TPEx.

1. The book closure period of the old shares is5 days. However, these restrictions do not apply where an extension of the book closure period is necessary as a result of an action taken under Article 168-1 of the Company Act or otherwise is approved by the TPEx.
2. The period for which the trading of the old shares on the market shall be suspended in the event that the rights and obligations of the new shares and old shares are different due to capital decrease or other reason; the commencement day of the period shall be the second business day before the book closure date of the old shares.
3. The record date of issuance of the new shares; according to Article 165 of the Company Act, the date shall be the 5th day counting inclusively from the book closure date of the old shares.
4. The initial day of TPEx trading of the new shares and the day of termination of TPEx trading of the old shares shall be set on the same day.

1. Its content shall be stated in units of New Taiwan Dollars.
2. The Chinese language version shall govern; an English version may also be submitted in addition thereto.
3. It shall be prepared in accordance with the International Financial Reporting Standards endorsed by the competent authority, US GAAP, or the International Financial Reporting Standards.
4. It shall be produced using period-on-period comparison, and shall include balance sheets, statements of comprehensive income, cash flow statements, statements of changes in equity, and the notes or attachments thereto. The notes to the financial report shall state which accounting principles are employed. If they are prepared according to the International Financial Reporting Standards endorsed by the competent authority, then Taiwan's Regulations Governing the Preparation of Financial Reports by Securities Issuers shall govern, provided that Article 24 thereof need not be applied. If they are not prepared according to the International Financial Reporting Standards endorsed by the competent authority, then the differences in those standards and the International Financial Reporting Standards endorsed by the competent authority as applied in the period-on-period balance sheet and statement of comprehensive income account titles shall be disclosed, including any material discrepancies and the dollar amounts affected.
5. It shall have an audit (or review) report issued by two Taiwan CPAs approved by the Competent Authority to perform attestation of financial reports for public companies; or have been audited and attested (or reviewed) by an international accounting firm that has a cooperative relationship with the aforesaid CPAs, and have an audit (or review) report that is issued by the Taiwan CPAs and that does not make reference to audit (or review) work by any other accountant.
6. It shall be signed or stamped with the seal of the chairperson, managerial officers, and principal accounting officers, who shall also produce a declaration that the report contains no misrepresentations or nondisclosures.
7. The CPAs, in the financial report of a company applying for TPEx primary listing or the financial report duly submitted by a foreign Emerging Stock company, shall expressly state that the auditing or review work has been planned and executed in accordance with Taiwan's Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and Taiwan's Auditing Standards Committee's Engagement Standards.

1. Basic information and the process of capital formation of the company and its major subsidiaries: The information shall be entered before the commencement of TPEx trading and within 2 days of any subsequent change thereto or after the completion of amendment registration of a change to capitalization.
2. For the annual parent company only financial reports and consolidated financial reports and the second-quarter financial reports: the electronic financial reports, eXtensible Business Reporting Language (XBRL) file format, balance sheets, statements of comprehensive income, cash flow statements, statements of changes in equity, CPA audit (or review) reports, the names of the attesting CPAs, and relevant particulars disclosed in the notes to the financial report (related party transactions, loans of funds, and endorsements and guarantees). The filing deadlines shall be as set out in Article 30, paragraph 1, or Article 31, paragraph 1.
3. In the case of an issuer applying for TPEx listing or TWSE listing of its stock, during the period after the submission of the application and before the listing date: The first-quarter and third-quarter electronic financial reports, eXtensible Business Reporting Language (XBRL) file format, balance sheets, statements of comprehensive income, cash flow statements, statements of changes in equity, CPA review report, and the names of the attesting CPAs. However, public disclosure is not required if the issuer has withdrawn the application or the application has otherwise been rejected. The filing deadlines shall be as set out in Article 30, paragraph 2, or Article 31, paragraph 2.
4. Business turnover, statements of the limit amounts and itemized details of loans of funds and endorsements and guarantees, and derivatives transactions:
1. Business turnover: The information of the previous month shall be disclosed by the 10th day of each month. If the issuer voluntarily discloses its self-assessed income information, the issuer shall file it by the end of the month following the close of the current month (or quarter), and the disclosure shall continue until the end of the current fiscal year. The self-assessed income information shall include the self-assessed three items of "operating income," and "net income before tax," and "comprehensive income" up to the current month (quarter). If the difference between the accumulated amount of the self-assessed comprehensive income in any quarter and the amount audited (reviewed) by the CPA is 20 percent or more, the reason for such difference shall be filed within 2 business days after the deadline for public disclosure of each quarterly financial report.
2. Statements of the limit amounts and itemized details of loans of funds and endorsements and guarantees of the issuer and its subsidiaries: The information of the previous month shall be filed by the 10th day of each month.
3. Information on any derivatives transactions engaged in by the issuer or any subsidiary thereof whose shares have not been publicly issued domestically: The information of the previous month shall be filed by the 10th day of each month.
5. Information regarding new appointment or dismissal, or changes in shareholding, or creation or extinguishment of pledges on shareholding, of directors, supervisors, managerial officers, and greater than 10 percent shareholders (hereinafter "insiders"), and related persons thereof:
   1. any new appointment or dismissal of persons under this subparagraph shall be filed by the company within 2 days after occurrence of the fact;
   2. the information on any changes in shareholding in the previous month of persons under this subparagraph shall be filed by the 15th day of each month;
   3. the information on any creation or extinguishment of pledge shall be filed by the company within 5 days after the creation or extinguishment of the pledge."Related persons" in this subparagraph includes the spouses and minor children of insiders and any persons in whose name an insider holds stock.
6. Voluntary disclosure of financial forecast information: An issuer disclosing financial forecast information voluntarily shall publicly disclose and file relevant matters in accordance with the provisions and deadlines set forth in the Regulations Governing the Publication of Financial Forecasts of Public Companies.
7. Public disclosure and filing of the date of shareholders meetings: The date of the shareholders meeting shall be filed on the TPEx-designated Internet information reporting system at least 12 business days prior to the date for suspension of share transfer, provided that in the event of any circumstances set out in Article 29, paragraph 3, the issuer may make a supplementary public disclosure of the prescribed information at least 40 days prior to the date of the shareholders meeting. In addition, a company whose fiscal year is the calendar year shall by 15 March each year, and a company whose fiscal year is not the calendar year shall within 75 days after the end of each business year, preliminarily proceed to file the date for holding of the regular shareholders meeting for the current year, and if after filing there is any change to the date on which the meeting is to be held, shall change the filed date before the public disclosure and filing of the regular shareholders meeting.
8. Public disclosure and filing of the company's decision of the record date for distributing dividends, bonus, or other benefits and date for distributing cash dividends: Public disclosure shall be made on the TPEx-designated Internet information reporting system at least 12 business days prior to the date for suspension of amendment of entries in the shareholders register.
9. Filing of information on investment in the Mainland Area: Shall be entered by the prescribed deadline for public disclosure and filing of the annual and second quarter financial reports.
10. Filing of information on investment in overseas subsidiaries: Shall be entered by the prescribed deadline for public disclosure and filing of the annual and second quarter financial reports.
11. Dividend distributions: Input 2 hours before the opening of trading hours on the business day next following the resolution or proposal by the board of directors or ratification by the shareholders meeting.
12. Table of investment and shareholding by overseas Chinese, foreign, and mainland Chinese investors: Input at the following times, and within the filing deadlines as prescribed under the filing procedures for investment and shareholding by overseas Chinese, foreign, and mainland Chinese investors:
1. Issuance of new shares for capital increase.
2. Public offering, issuance, or private placement of overseas depositary receipts (including new and old shares), overseas convertible bonds, and securities with warrants or overseas stock.
3. Capital reduction.
4. Merger/consolidation.
5. Public tender offer.
6. Distribution of employees' profit-sharing compensation, transfer of treasury stock, or issuance of stock warrants or new restricted employee shares to foreign employees.
7. Initial registration as an Emerging Stock company or registration as an Emerging Stock company upon conversion into a newly incorporated company.
8. Holding of a regular shareholders meeting.
9. Change of par value.
13. Filing of information on corporate bonds:
1. Within 1 day following effective registration with the competent authority, enter the basic information, the information on the plan for the raising and method for custody of the funds for repayment of the corporate bonds required by Article 248, paragraph 1, subparagraph 5 of the Company Act and any other relevant information. In the case of an issuance of domestic corporate bonds, any changes during the preceding month shall be filed within 10 days after the end of each month. In the case of an issuance of overseas corporate bonds, in addition to a filing by the 20th day of each month of any changes up to the 15th day of the current month, a filing shall also be made within 5 days after the end of each month of any changes up to the end of the previous month.
2. During the duration of the corporate bonds from the issue date to the maturity date, the unaudited figures for the preceding quarter shall be filed within 1 month after the end of each quarter, while the deadline for filing the unaudited yearly figures may be extended to 45 days after the end of the fiscal year, and the actual figures shall be filed at the same time as the CPA-audited or reviewed financial report is filed; during the duration of the corporate bonds in the period of 1 year before the maturity date or the date that creditors may exercise redemption rights, the unaudited figures for the preceding month shall be filed by the end of each month.
3. During the duration of the corporate bonds in the period of 6 months before the maturity date or the date that creditors may request redemption, the issuer shall input by the 10th day of each month the source(s), and specific explanations thereof, of funds needed to repay the corporate bonds with respect to the plan for the raising and method for custody of the funds for the repayment as required to be filed under Article 248, paragraph 1, subparagraph 5 of the Company Act.
14. Basic data on the industrial classification of the issuer: Shall be entered by the prescribed deadline for public disclosure and filing of the annual and second quarter financial reports.
15. Filing of relevant content of shareholders meeting agenda handbooks, shareholders meeting proposals, and electronic files of shareholders meeting minutes, information on convening a shareholders meeting to nominate candidates for director or supervisor positions (including independent directors), and information on relevant procedures for convening a regular shareholders meeting to handle shareholder proposals:
1. 30 days before convening a regular shareholders meeting or 15 days before a special shareholders meeting, the company shall file the electronic files of the notice of shareholders meeting, proxy form, and background and explanatory materials relating to proposals for ratification, matters for deliberation, election or dismissal of directors or supervisors, and other matters on the shareholders meeting agenda; 21 days before convening the regular shareholders meeting, or 15 days before convening the special shareholders meeting, it also shall file the electronic files of the shareholders meeting agenda handbook and supplementary meeting materials; and 7 days before convening the shareholders meeting it shall file the annual report prepared in accordance with the requirements prescribed by the competent authority. If a foreign issuer, however, under the laws and regulations of the country of its registration, is unable to deliver the notice of the convening of the regular shareholders meeting by 30 days before the meeting, it shall file the electronic files of the notice of shareholders meeting, proxy form, and background and explanatory materials relating to proposals for ratification, matters for deliberation, election or dismissal of directors or supervisors, and other matters on the shareholders meeting agenda by the latest date for delivery of the notice of the convening of the regular shareholders meeting under TPEx rules, and on the date on which the notice of the convening of the regular shareholders meeting is delivered, it also shall file the electronic files of the shareholders meeting agenda handbook and supplementary meeting materials.
2. Status of resolutions on shareholders meeting proposals: for any proposal on which a resolution has been made, the information shall be filed within 2 days after the resolution.
3. The shareholders meeting minutes shall be filed within 20 days after the conclusion of the shareholders meeting.
4. Information on convening a shareholders meeting to nominate candidates for director or supervisor positions (including independent directors):
1. Prior to the date of suspension of changes to the shareholders register, the acceptance of nominations and the working procedures shall be publicly disclosed.
2. Within 2 days after the final day of the period for acceptance of nominations, a roster of candidates shall be publicly disclosed.
3. Within 2 days after the resolution by the board of directors, 40 days prior to a regular shareholders meeting, or 25 days prior to a special shareholders meeting, whichever is earliest, the results of the board of directors' resolution, a roster of the candidates, and the reasons why any nominee has not been listed as a candidate shall be publicly disclosed.
4. Election results shall be publicly disclosed within 2 days following the election.
5. Information on relevant procedures for convening a regular shareholders meeting to handle shareholder proposals:
1. Prior to the date of suspension of changes to the shareholders register, the introduction of proposals and the working procedures shall be publicly disclosed.
2. Within 2 days after the final day of the period for introduction of proposals, the content of any proposals shall be publicly disclosed.
3. Within 2 days after the resolution by the board of directors or 30 days prior to a regular shareholders meeting, whichever is earlier, the results of the proposals and the reasons why any proposal has not been listed in a motion for consideration shall be publicly disclosed.
4. For any proposal on which a resolution has been made at a regular shareholders meeting, the status of the resolution shall be publicly disclosed within 2 days after the resolution.
16. Explanations of material changes in financial ratios and financial analysis data: The information shall be entered by the deadline for filing the annual financial report as required by the law.
17. Information on cash capital increase and issuance of domestic and overseas corporate bonds: Basic information on the capital utilization plan, items of the plan, and utilization benefits, for capital increase or corporate bond issuance shall be input within 1 day after effective registration of the filing with the competent authority, and shall be filed within 2 days from the day of any change in the relevant information. Quarterly fund utilization statements shall be filed within 10 days after the end of each quarter.
18. Declaration of Conversion of Domestic (Overseas) Securities: Input the information for the preceding month by the 5th day of each month.
19. Public disclosure and filing of information on private placement of securities within the following time limits in accordance with the Directions for Public Companies Conducting Private Placements of Securities:
1. Within 2 days from the date on which the board of directors makes the resolution.
2. Where the placees are determined after the shareholders meeting notice is sent, within 2 days from the date the placees are determined.
3. Within 2 days from the actual date of determination of the private placement price.
4. Within 15 days from the date that payment of the share price or subscription price of the private placement has been completed.
5. Within 10 days after the end of each quarter.
6. If a placee is an insider of the company, and if the placee has sold or sells shares of the company within 3 months before or after the date on which the placee's payment of the share price or subscription price of the private placement has been completed, the company shall, within 15 days from the completion date of the payment of the share price or subscription price, or within 2 days from the occurrence of the event, file the relevant information.
20. Information on changes in convertible corporate bonds: Enter the information on the day of adjustment to the conversion price or of change of other terms and conditions of issuance.
21. Information on employee stock option certificates:
1. Basic information on issuance, subscription method, and other matters shall be input on the day following the day of receipt of effective registration from the competent authority;
2. information on actual status of issuance and other matters shall be input on the day following the date of issuance and on the day following the time of expiration of the issuance period;
3. relevant information shall be input no later than the next day after any change to the issuance information;
4. within 2 days from the day on which the board of directors resolves to buy back shares for purposes of exercise of employee stock option certificates, the company shall input the anticipated cost of acquiring the shares, the difference between the price of employee subscription to the shares and the cost of the company's acquisition of the shares, and the impact on shareholders' equity.
Issuance of new restricted employee shares:

1. On the day following the day of receipt of effective registration from the competent authority, the company shall input the main content of the issuance rules and a description of the possible dilution of shareholders' equity;
2. on the day following the day of issuance of the new shares, the company shall input the information on the issue;
3. on the day following the time when employees meet the vesting conditions, the company shall input the information on the release of the restrictions on the new restricted employee shares;
4. on the day following any recall or repurchase of the shares, the company shall input the information on the recall or repurchase.
22. Financial and business information for investor conferences or conferences of the same nature convened or attended by invitation: The information of an investor conference or conference of the same nature convened by the issuer or the issuer is invited to attend shall be disclosed on the TPEx-designated Internet information reporting system, and the content of relevant financial and business information shall simultaneously be input in Chinese and English. For an investor conference or conference of the same nature that is to be held on multiple days in multiple sessions, where the content is the same, the content shall be filed no later than after the conference on the same day that it is first convened or attended, and need not be input again each day. When the issuer convenes on its own initiative, or is invited to attend, an investor conference or conference of the same nature, it shall comply with the following particulars:
1. It may not do so during the trading hours of the TPEx, except under the following circumstances:
1. A conference is convened during TPEx trading hours as a result of a time difference.
2. It attends by invitation.
3. Other circumstances for which it has made an application and the TPEx considers to be necessary circumstances.
2. Relevant information including the date, time, and venue of the conference shall be publicly disclosed, at the latest, 1 day prior to the date of convening or 1 day prior to the date of attending of the conference.
3. The complete press releases and financial and business information shall be input on the TPEx-designated Internet information reporting system, at the latest, on the day of conference. However, if the conference is convened or attended during trading hours, it shall be done during non-trading hours before the conference.
4. The financial and business information disclosed in the conference may not go beyond the content of the information that has been filed.
23. Any matter required to be publicly disclosed and filed pursuant to Articles 25, 31, and 32 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies and Articles 22 and 25 of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies: Information for matters falling under the requirements of Article 34 of these Rules shall be entered within the deadline for filing under that article; for those not falling under the requirements of Article 34, the information shall be filed according to the deadlines specified under the aforementioned Regulations.
24. Information on acquisition or disposal of privately placed securities by an issuer or subsidiary thereof: The information shall be input within the deadline for filing under Article 34 of these Rules.
25. Correction or supplement of financial reports: For any matters required to be corrected or supplemented in the CPA audited or reviewed financial report publicly disclosed and filed by the issuer, that must be publicly disclosed to the investors and that do not require a restatement of the financial report under Article 6 of the Securities and Exchange Act Enforcement Rules, the relevant information shall be input within 2 days after the occurrence of the fact.
26. Information on the establishment of a functional committee under the Securities and Exchange Act: Input the information on
1. the establishment or abolishment of the functional committee,
2. the appointment (or election) of, or any change in, committee members, and
3. the adoption of, or any change in, the relevant regulations and rules, within 2 days of the occurrence of the fact, and file the information on
4. the state of operation of the functional committee, by the 15th day of the month following the convening of a committee meeting.
27. Information on the annual internal control system statement: The internal control system statement shall be filed within 4 months after the end of the business year. In the event of any amendment thereto, the reasons for and content of the amendments shall be filed within 2 days counting inclusively from the date of passage by the board of directors.
28. Information on the internal control special audit report: The special audit report issued by the CPA shall be filed within 2 days after it is obtained.
29. Any matter required to be publicly disclosed and filed pursuant to the Regulations Governing Public Tender Offers for Securities of Public Companies.
30. Any accounting change required to be filed under the regulations issued by the competent authority to govern the preparation of financial reports for the relevant industry: The information shall be input 2 hours before the commencement of trading hours of the business day after the day the resolution is passed by the board of directors. When the application by a financial enterprise for an accounting change does not receive approval by the competent authority, the financial enterprise shall enter the information 2 hours before the commencement of trading hours of the next business day following the receipt of the notice from the competent authority.
31. Explanatory chart of changes in major subsidiaries: The reason for the change shall be input within 2 days after the actual date of the change; the chart and related evidentiary documents shall be submitted in a filing to the TPEx within 5 days.
32. Any matters required to be publicly disclosed and filed pursuant to Article 7, paragraph 1 of the Business Mergers and Acquisitions Act, and Article 7, paragraph 4 of the Regulations Governing the Establishment and Related Matters of Special Committees of Public Companies for Merger/Consolidation and Acquisition: Shall be filed within the deadlines set out in the aforesaid Act and Regulations.
33. Information required to be additionally disclosed by a venture capital company:
1. By the end of each month, file its net worth per share of the preceding month, and the information of the five invested companies in which it has the largest monetary amounts of investment.
2. By the deadlines for public disclosure and filing of the second-quarter and annual financial reports, file the information of its invested companies.
34. (Deleted)
35. Information on profit-sharing compensation to employees and profit-sharing compensation to directors and supervisors: Shall be filed within 2 days after the board of directors' resolution. If the company has no profit or has no balance for distribution after deducting accumulated deficit from profit, and the board of directors has not adopted a related resolution, the information shall be filed within 2 days after the annual financial report is passed by the board of directors. If there is any discrepancy between such compensation and the estimated figure for the year these compensation expenses are recognized, the discrepancy, its cause, and how it is treated shall be filed within 2 days after the day the resolution is passed by the board of directors or within 2 days after the annual financial report is publicly disclosed.
36. Information on the top 10 suppliers/customers of goods: File as publicly announced or notified by the TPEx, by the deadlines for public disclosure and filing of the financial reports for each period pursuant to laws and regulations.
37. Matters required to be publicly disclosed and filed pursuant to the Regulations Governing the Declaration of Acquisition of Shares in Accordance with Article 43-1, Paragraph 1 of the Securities and Exchange Act:
1. Initial filing: If an issuer is an acquirer under the above Regulations, it shall input on its own within 10 days from the date of acquisition. If an issuer is a company whose shares are acquired under the above Regulations and the acquirer or, as the case may be, one of the acquirers is not a public company, the acquirer shall deliver the required reporting information to the issuer within 8 days from the date of acquisition, and the issuer shall input the information on behalf of the acquirer within 2 days from the day of receiving the information.
2. Subsequent filing of change: If an issuer is an acquirer under the above Regulations, it shall input on its own within 2 days from the date of change. If an issuer is a company whose shares are acquired under the above Regulations and the acquirer or, as the case may be, one of the acquirers is not a public company, the acquirer shall deliver the required reporting information to the issuer within 2 days from the date of change, and the issuer shall input the information on behalf of the acquirer 2 hours before the beginning of trading hours on the next business day following the day of receiving the information.
38. A foreign issuer shall, within the deadline for the public disclosure and filing of the annual financial report, file information including its production and sales operation locations.
39. Information on any change of a director or the general manager of a foreign issuer: The information shall be filed by 2 hours before the beginning of trading hours on the next business day following the change.
40. It shall have taken out and maintain liability insurance for its directors and supervisors with respect to their legally required liabilities for damages arising from their performance of duties during their term of office.
41. An issuer that falls in any of the following circumstances and is notified in writing by the TPEx shall, by the 20th day of each month, publicly disclose and file the relevant financial information for up to the end of the preceding month:
1. Falls within Financial Information Indicator 7 of the TPEx Principles for Handling Information Disclosure for Emerging Stock Companies on the Key Financials and Trading Information Section of the Market Observation Post System (MOPS).
2. Falls within any of Financial Information Indicators 1 to 6 of the TPEx Principles for Handling Information Disclosure for Emerging Stock Companies on the Key Financials and Trading Information Section of the MOPS and furthermore its liquidity coverage ratio is low or it has had 3 consecutive years of losses.
3. Any other circumstance necessitating regular public disclosure of financial information.
42. Any other information required on any matter as specified in a public announcement or notice by the TPEx shall be filed within the prescribed deadline.

1. Dishonor of a negotiable instrument due to insufficient deposits, annotation of settlement after dishonor of a negotiable instrument, refusal by a financial institution to honor a transaction, or any other loss of credit of the company or a responsible person, parent company, or subsidiary thereof.
2. Any material effect on company finances or business resulting from a litigious or non-litigious matter, administrative disposition, contentious administrative procedure, or motion for provisional attachment or provisional injunction, or compulsory execution thereof, with respect to the company or a responsible person thereof; or the chairperson or a managerial officer of the company violates the Securities and Exchange Act, Futures Trading Act, Company Act, Banking Act, Insurance Act, Act Governing Bills Finance Business, Financial Holding Company Act, or Business Entity Accounting Act, or is indicted for a crime of corruption, malfeasance in office, fraud, breach of trust, or misappropriation.
3. Any effect on company operations resulting from any serious decrease in production, complete or partial stoppage of work, leasing out of a company plant or principal equipment, or pledge or mortgage of all or a principal portion of company assets.
4. Any circumstance set forth in paragraph 1 of Article 185 of the Company Act.
5. Reorganization or bankruptcy procedure of the company or parent or subsidiary thereof, and any and all events occurring in the course of such procedure, including any petition made to a court or any notice given or ruling handed down by a court, or any ruling prohibiting transfer of shares or any precautionary measure ordered by a court under relevant laws such as the Company Act or the Bankruptcy Act, or any material change in any of the above matters.
6. Appointment (or election) of, or change in, the chairperson, a general manager, a juristic-person director, supervisor, or representative thereof, an independent director, a natural person director or supervisor, or a member of a functional committee established under the Securities and Exchange Act, a change in one-third or more of directors, or departure of all independent directors from office, or where in the case of a foreign issuer there is no independent director with a household registration in Taiwan.
7. Change of CPA for any reason other than internal adjustments within the attesting accounting firm.
8. Any material effect on company finances or business resulting from any signing, amendment, termination, or rescission of an important memorandum of understanding, a plan for a strategic alliance or other business cooperation, mutual non-competition commitment, or an important contract, change in any material respect of a business plan, completion of development of a new product, or successful development and formal entry into the full-scale production stage of an experimental product, or material progress in the development of a new product or new technology.
9. Resolution by the board of directors for capital reduction, merger/consolidation, demerger (division), acquisition, share exchange, conversion, or transfer, dissolution, issue of new shares for capital increase, record date of capital reduction or cash capital increase, issue of corporate bonds, issue of employee stock option certificates, issue of new restricted shares for employees, issue of other securities, private placement of securities, change in the par value of its shares, participation in the establishment of or conversion into a financial holding company, investment holding company, or subsidiary thereof, or any material change in any of the above matters; failure by companies participating in a merger/consolidation, demerger, acquisition, or transfer of shares from another, to convene boards of directors or shareholders meetings and pass resolutions on the same day, or inability for any reason to convene a subsequent shareholders meeting of a company participating in a merger/consolidation, demerger, acquisition, or transfer of shares from another, or veto by either side of the proposal for merger/consolidation, demerger, acquisition, or transfer of shares from another; or resolution of the board of directors to cancel a merger/consolidation during the implementation of the merger/consolidation plan following the initial board resolution in favor of the merger/consolidation.
10. Any matter required to be publicly disclosed and filed pursuant to the Regulations Governing Public Tender Offers for Securities of Public Companies, or any information received in relation to notification of a public tender offer, such as the public tender offer report form, public tender offer prospectus, and other relevant documents, as filed and publicly disclosed by the offeror.
11. A change in company personnel, including company spokesperson, acting spokesperson, important operations officer (chief executive officer, chief operating officer, chief marketing officer, or chief strategy officer, or other officer at an equivalent level) litigious and non-litigious agent, chief financial officer, chief corporate governance officer, chief information security officer, chief accounting officer, chief research and development officer, or chief internal audit officer.
12. Resolution by the board of directors to publish financial forecast information, inapplicability of such financial forecast information, or correction or updating of such financial forecast information, or in the case of a company that has already published complete financial forecasts, the existence of any of the circumstances below, where such discrepancy is 20 percent or more and the amount affected reaches NT$30 million and 0.5 percent of paid-in capital, provided that in the case of a company whose stock has no par value or a par value per share other than NT$10, for the calculation of the aforesaid 0.5 percent of paid-in capital, 0.25 percent of equity attributable to owners of the parent company shall be substituted:
1. Discrepancy between the unaudited comprehensive income publicly disclosed and filed within 1 month after the close of the fiscal year and the most recently publicly disclosed and filed comprehensive income forecast figure.
2. Discrepancy between the actual figure for comprehensive income in the publicly disclosed and filed annual financial report and the forecasted figure.
3. Discrepancy between the actual figure for comprehensive income in the annual publicly disclosed and filed annual financial report and the unaudited comprehensive income publicly disclosed and filed within 1 month after the close of the fiscal year.
13. Resolution by the board of directors or a shareholders meeting to directly or indirectly carry out an investment plan of an amount reaching 20 percent of the company's paid-in capital and furthermore not less than NT$100 million, or any material change in any of the above matters. In the case of an issuer whose stock has no par value or a par value per share other than NT$10, for the calculation of the aforesaid 20 percent of paid-in capital, 10 percent of equity attributable to owners of the parent company shall be substituted.
14. A change by resolution of the board of directors in a plan for capital increase by cash or offering of corporate bonds after such plan has become effective upon registration, or such change in a plan for private placement of securities after passage by the board of directors or a shareholders meeting.
15. Important resolution of a regular or special shareholders meeting.
16. Occurrence of a material event of internal control-related fraud, non arms-length transaction, defalcation of company assets, or otherwise; or a search of the company is conducted under the law; or the chairperson or general manager is detained or is wanted under an arrest warrant.
17. Occurrence of any of the following circumstances in acquisition or disposal of assets:
1. The assets acquired by the company, or by a subsidiary thereof whose shares have not been publicly issued domestically, fall within the applicable scope of assets under Article 3 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies, while the circumstances set forth in Article 31 or 32 of those Regulations requiring public disclosure are also present. However, exceptions are allowed under any of the following circumstances:
1. The company has conducted a merger/consolidation, demerger (division), acquisition, or transfer of shares from another pursuant to subparagraph 9 of this paragraph.
2. The company has already carried out public disclosure of an acquisition or disposal of privately placed securities pursuant to subparagraph 18 of this paragraph.
3. The company acquires or disposes of publicly offered open-ended funds of any kind or financial planning products issued by a commercial bank that mature within 3 months and have principal protection.
4. The information is information on derivatives trading that is to be filed by the 10th of each month.
2. The company incurs unrealized losses from derivatives trading that amount to 3 percent or more of equity attributable to owners of the parent company.
18. Information on acquisition or disposal of privately placed securities by the issuer or subsidiary thereof.
19. Any endorsements/guarantees that the company is required to publicly disclose and file pursuant to Article 25 of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies.
20. Any loans of funds to other persons that the company is required to disclose and file pursuant to Article 22 of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies.
21. Occurrence of a disaster, group protest, strike, environmental pollution event, cyber security event, or any other material event, resulting in any of the following circumstances:
1. where it causes material damage or impact to the company;
2. where a relevant authority orders suspension of work, suspension of business, termination of business, or revokes or voids a relevant permit;
3. where the company receives an administrative fine reaching NT$100,000 or more for one single event.
22. Resolution by the board of directors (or a shareholders meeting) to permit a managerial officer (or director) to engage in competitive conduct; or knowledge by the company that a managerial officer is operating business of the same kind independently or on behalf of another person or that a director engages in conduct within the company's scope of business independently or on behalf of another person, and the investment or business engaged in by the managerial officer or director is a Mainland-area enterprise, and there is any failure to duly obtain permission from the board of directors (or shareholders meeting); or there is any material change in any of the above matters.
23. Dishonor of a negotiable instrument, petition for bankruptcy, reorganization, or other similar circumstance with respect to a related party or principal debtor of the company or a joint and several guarantor thereof; inability by a principal debtor in favor of whom the company has made an endorsement or guarantee to settle a matured negotiable instrument, loan, or other debt.
24. Failure by the company to publicly disclose or file a financial report within a prescribed time limit; an error or omission in a financial report prepared by the company, with respect to which Article 6 of the Securities and Exchange Act Enforcement Rules requires a correction to or a restatement of the financial report; the attesting certified public accountant (CPA) issues an audit report or review report indicating substantial uncertainty about the company’s ability to continue as a going concern, or issues an audit report containing an opinion other than an unqualified opinion on a publicly disclosed and filed financial report; or a CPA issues a review report containing a conclusion other than an unqualified conclusion on a publicly disclosed and filed financial report; provided, this shall not apply in cases where the CPA issues an audit report with a qualified opinion or a review report with a qualified conclusion for a reason permitted by a law or regulation of the competent authority, or for the reason that investment in a non-major subsidiary that is accounted for under the equity method and the profit/loss thereupon presented in an interim financial report is calculated on the basis of financial reports that have not been audited or reviewed by a CPA. However, if an aforesaid non-major subsidiary is a subsidiary of a financial holding company, its interim financial reports shall be audited or reviewed by CPAs in accordance with applicable laws and regulations.
25. Any re-filing and public disclosure of the regular annually filed internal control system statement of the company due to any change in the content thereof, or obtaining of the Internal Control Special Audit Report for the special audit of internal controls conducted by the CPA.
26. Mass media reportage or information circulating around the market sufficient to affect the market status of the company's securities.
27. A director or supervisor is subject to a provisional injunction ruling suspending them from the exercise of their powers or is subject to an emergency disposition; or, a director is subject to a provisional injunction ruling suspending the director from the exercise of powers or is subject to an emergency disposition and the board of directors is thereby rendered unable to exercise its powers.
28. Suspension or termination of TPEx trading of its stock upon public announcement by the TPEx under Article 38 or 40, or any material change in such a matter, or halt or resumption of TPEx trading of its stock upon public announcement by the TPEx under Article 37-2 or 37-3.
29. If a domestic issuer issues securities overseas, the making of any adjustment for differences in the overseas financial report due to inconsistency in the accounting principles applied in the two places with respect to financial information filed for any period in the place of overseas listing. If a financial report of a foreign issuer is not prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and the cumulative dollar amount of any discrepancy in net income before tax reaches NT$10 million or more, it shall disclose any items with material discrepancies and the amount of any monetary impact of those discrepancies.
30. The date, time, place, and relevant information of an investor conference or conference of the same nature convened by the company or the company is invited to attend, or financial or business information released by the company by any other means that has not yet been input to the Market Observation Post System. When the issuer convenes on its own initiative, or is invited to attend, an investor conference or conference of the same nature, it shall comply with all of the items in Article 33, paragraph 1, subparagraph 22 of these Rules, which items shall be applicable mutatis mutandis.
31. Resolution by the board of directors to distribute or not to distribute dividends or a change in dividend distributions by a resolution of the board of directors or a shareholders meeting, or resolution of a record date for dividend distribution, or change of date of distribution of cash dividends after an ex-dividend announcement, or failure to distribute cash dividends by the date set for distribution of the cash dividends.
32. The date for convening of a regular shareholders meeting or special shareholders meeting as resolved by the board of directors or as notified by a person with the power to convene the meeting, the method for convening of the meeting, the cause or subjects of such a meeting, or the date of suspension of changes to entries in the shareholders' register.
33. Suspension of part or all business transactions between a company and a principal purchaser or supplier, where such purchaser or supplier accounted for 10 percent or more of the company's total volume of sales or purchase amount as shown on the parent company only (or individual) financial report for the most recent fiscal year.
34. Occurrence of any of the changes in shareholding set forth in Article 369-8, paragraphs 1 and 2 of the Company Act and receipt of notice of the same.
35. Occurrence of any of the following matters to the issuer with respect to capital reduction or change of par value per share:
1. Completion of capital amendment registration.
2. Passage of a plan for share replacement operations.
3. Any subsequent failure to execute operations pursuant to such share replacement plan.
4. At the time of public disclosure of the financial report, the procedures have not yet been completed for replacement of the old shares with new ones because of a capital reduction or change of par value per share, and there is any resulting discrepancy between the number of the old shares actually outstanding and the number of shares stated in the most recently publicly disclosed and filed financial report.
5. If the issuer is required to carry out share replacement operations for a capital reduction due to a demerger (division), and the transferee company of the demerger is neither a TWSE listed nor TPEx listed nor Emerging Stock company, then 3 business days before the date on which trading resumes, public disclosure and filing shall be made of the following information for the demerged company and the transferee company of the demerger for the day prior to the record date of the demerger: the unaudited or CPA-assured share capital, net worth, and net worth per share, and the CPA-attested (or reviewed) earnings per share for the most recent period.
36. Any expression of objection or reservation, by a member of the audit committee or member of the remuneration committee about a resolution by such committee, or by an independent director about a resolution by the board of directors, of which there is a record or a written statement; if the company has established an audit committee, any resolution by the board of directors that is adopted with the approval of two-thirds or more of all directors without having been passed by the audit committee, as pursuant to the provisions of Article 14-5, paragraph 2 of the Securities and Exchange Act; and any remuneration passed by the board of directors that is more favorable than that recommended by the remuneration committee.
37. Forfeiture by the directors and supervisors as a whole of subscription rights to shares in a number reaching one-half or more of subscribable shares upon cash capital increase of the company, and opening of the shares for subscription by a specific person or persons through negotiation, except in the case where the company conducts a cash capital increase for the purpose of applying for TPEx listing or TWSE listing of its stock.
38. Results of the consultations of a consultative meeting held between the company and a creditor bank are confirmed.
39. Change in accounting year, or any accounting change resolved upon by the board of directors that is required to be submitted for the competent authority's approval and publicly disclosed and filed in accordance with the applicable regulations governing the preparation of financial reports adopted by the competent authority for the relevant industry, or any non-approval by the competent authority of any application made to the competent authority for an accounting change.
40. A donation to a related party or a major donation to a non-related party.
41. Resolution by the board of directors to buy back shares, expiration of the buyback period, or completion of the buyback.
42. Revocation by the competent authority of the permit of a financial holding company or of a company defined as a bank or a securities, futures, or insurance company under Article 2 of the Organic Act Governing the Establishment of the Financial Supervisory Commission, or imposition by the competent authority of a disposition, or cumulative administrative fines for a single event reaching NT$1 million or more, for violation of the Financial Holding Company Act, Banking Act, Insurance Act, Act Governing Bills Finance Business, or laws and regulations relating to securities and futures. However, this shall not apply if the disposition is of the type requiring rectification, or improvement within a prescribed time limit, and there is no material impact on the finances or business of the company.
43. Submission of the financial reports to the board of directors, or resolution on the financial reports by the board of directors. However, this shall not apply under the circumstances in paragraphs 10 or 12.
44. Any other major policy resolution of the board of directors, or other matter having a material effect on the shareholders' equity or securities prices of the issuer.

1. If the issuer receives the inquiry from the TPEx by 5 p.m. on a given business day, it shall immediately input the explanations of the material information, no later than 2 hours after receiving the notice.
2. If the issuer receives the inquiry from the TPEx after 5 p.m. on a given business day, or on a weekend day or holiday, it shall immediately input the explanations of the material information, no later than 2 hours before the commencement of the trading hours of the following business day.
3. In the event of an emergency or any other material event, it shall input the explanation within the deadline designated by the TPEx.

1. Establishing an effective corporate governance framework.
2. Safeguarding shareholder equity.
3. Strengthening the functions of the board of directors.
4. Fulfilling the functions of the supervisors.
5. Respecting the rights and interests of interested parties.
6. Increasing the level of information transparency.

1. an investment holding company's subsidiary that is neither TWSE-listed (nor TPEx-listed) nor registered as an Emerging Stock company, and the equity of which accounts for 2 percent or more of the equity attributable to owners of the parent company on the consolidated financial report of the investment holding company for the most recent period;
2. a financial holding company's subsidiary in the name of which appears any of the terms "bank," "insurance," "securities," "futures," "bills," or the equity of which accounts for 2 percent or more of the equity attributable to owners of the parent company on the consolidated financial report of the financial holding company for the most recent period.

1. Material change in shareholders' equity;
2. Material change in business operation policy;
3. Material disaster resulting in serious reduction or complete cessation of production;
4. Material effect on shareholders' equity or company operations resulting from a change in laws, regulations, or rules of the home country;
5. Mass media reportage about the parent company sufficient to affect securities prices of the issuer;
6. Occurrence of any other material event that is required to be immediately filed pursuant to law or regulation of the foreign company's home country.

1. The first instance of dishonor of a negotiable instrument due to insufficient deposits or a new instance thereof after all dishonored checks have been annotated as fully settled or an individual case of dishonor of a negotiable instrument in which the circumstances are serious, refusal by a financial institution to honor a transaction, or any other loss of credit of the company or a responsible person thereof.
2. Any material effect on company finances or business resulting from a litigious or non-litigious matter, administrative disposition, contentious administrative procedure, or motion for provisional attachment or provisional injunction, or compulsory execution thereof, with respect to the company or a responsible person thereof.
3. Serious decrease in production or complete stoppage of work.
4. Any circumstance set forth in paragraph 1 of Article 185 of the Company Act.
5. Reorganization or bankruptcy procedure of the company or parent or subsidiary thereof, and any and all events occurring in the course of such procedure, including any petition made to a court and any notice given or ruling handed down by a court, or any ruling prohibiting transfer of shares or any precautionary measure ordered by a court under relevant laws such as the Company Act or the Bankruptcy Act.
6. Resolution by the board of directors for capital reduction (excluding retirement of treasury shares), merger/consolidation, cancellation of merger/consolidation, demerger (division), acquisition, share exchange, conversion, or transfer from another, dissolution, or participation in the establishment of or conversion into a financial holding company or investment holding company or subsidiary thereof, or inability for any reason to convene a subsequent shareholders meeting of a company participating in a merger/consolidation, demerger, acquisition, or transfer of shares from another, or veto of the proposal for merger/consolidation, demerger, acquisition, or transfer of shares from another for any reason, where the above circumstances furthermore have a material effect on the company’s finances or operations, provided that this requirement shall not apply in the following circumstances:
1. A merger/acquisition conducted in accordance with Article 18, paragraph 7, Article 29, paragraph 6, or Article 36, paragraph 1 or 2 of the Business Mergers and Acquisitions Act, where no shareholders meeting resolution is required and the non-surviving company or the company whose shares are exchanged is a non-TPEx-listed company that has paid-in capital of less than NT$100 million. If the stock of the merged/acquiree enterprise has no par value or has a par value per share other than NT$10, for the calculation of the aforesaid paid-in capital, equity attributable to owners of the parent company shall be substituted.
2. A merger/acquisition conducted in accordance with Article 19, paragraph 1, Article 30, paragraph 1, or Article 37, paragraph 1 of the Business Mergers and Acquisitions Act.
3. A capital reduction by any of the company's major subsidiaries that is neither TWSE listed (nor TPEx listed) nor registered as an Emerging Stock company, by a subsidiary of an investment holding company or a financial holding company as specified in Article 34, paragraph 10, or by the company's parent company that is neither TWSE listed (nor TPEx listed) nor registered as an Emerging Stock company.
7. Occurrence of a material event of internal control-related fraud, non arms-length transaction, or defalcation of company assets.
8. Occurrence of a disaster, group protest, strike, environmental pollution event, cyber security event, disposition by a competent authority, or other material event, resulting in material damage or impact to the company, where the anticipated loss after deduction of the benefits calculated pursuant to the insurance contract exceeds 20 percent of the company's paid-in capital or NT$300 million or more. If the stock of the issuer has no par value or has a par value per share other than NT$10, for the calculation of the aforesaid 20 percent of paid-in capital, 10 percent of equity attributable to owners of the parent company shall be substituted.
9. Mass media reportage or information circulating around the market that is sufficient to materially affect the market status of the company's securities.
10. (Deleted)
11. Resolution by the board of directors or a shareholders meeting to apply for termination of the registration of its stock for TPEx trading.
12. Results of the consultations of a consultative meeting held between the company and a creditor bank are confirmed.
13. Any material effect on company finances or business resulting from any signing, termination, or rescission of an important memorandum of understanding, a plan for a strategic alliance or other business cooperation, mutual non-competition commitment, or an important contract, change in any material respect of a business plan, completion of development of a new product, or successful development and formal entry into the full-scale production stage of an experimental product, or material progress in the development of a new product or new technology.
14. Revocation by the competent authority of the permit of a financial holding company or of a company defined as a banking, securities, futures or insurance enterprise under Article 2 of the Organic Act Establishing the Financial Supervisory Commission.
15. Any other major policy resolution of the board of directors, or matter having a material effect on the shareholders' equity or securities prices of the issuer.

1. Serious decrease in production or complete stoppage of work.
2. An event set forth in any subparagraph of Article 185 of the Company Act, unless the event has no material effect on shareholders' equity or securities prices.
3. A petition to a court for bankruptcy or reorganization.
4. Merger/consolidation, demerger (division), acquisition, or share exchange, conversion, or transfer from another, or cancellation of any of the above, unless no shareholders meeting resolution is required for the merger/consolidation as under Article 18, paragraph 7, Article 19, paragraph 1, Article 29, paragraph 6, Article 30, paragraph 1, Article 36, paragraphs 1 or 2, or Article 37, paragraph 1 of the Business Mergers and Acquisitions Act, or there is no material effect on shareholders' equity or securities prices.
5. Completion of development of a new product, successful development and formal entry into the mass production stage of a test product, or major development progress of a new product or new technology, unless there is no material effect on shareholders' equity or securities prices.
6. Other circumstances with a material effect on shareholders' equity or securities prices.

1. The TPEx finds upon deliberation that the application by the issuer for a halt of TPEx trading of its stock pursuant to Article 37-1, paragraph 1 is justified.
2. Mass media reportage or other information indicates a circumstance with a material effect on the shareholders' equity or securities prices of the issuer has occurred, the issuer is unable to fully explain the material circumstance, and the TPEx deems a halt of TPEx trading of its stock necessary to meet the needs of the exchange market or protect shareholders' interest/equity.
3. The issuer is unable to fully explain information relevant to the cause for the halt of TPEx trading of its stock, and the TPEx deems it necessary to continue with the halt.

1. The application for a halt of TPEx trading of its stock is made in the absence of a circumstance under Article 37-1, paragraph 1.
2. The halt of TPEx trading of its stock is unnecessary as a public disclosure or explanation has been made by the issuer.
3. The TPEx deems the application by the issuer for a halt of TPEx trading of its stock unjustified or deems a halt inadvisable.

1. It has fully explained the information relevant to the cause for the halt of TPEx trading of its stock.
2. Because of change in the circumstances, it is unnecessary to continue the halt of TPEx trading of its stock.

1. There is no lead advisory recommending securities firm.
2. Only one advisory recommending securities firm remains.
3. The issuer fails to publicly disclose or file a financial report or financial forecast as provided by law or regulation; or the financial report publicly disclosed and filed pursuant to Article 36 of the Securities and Exchange Act is not prepared in compliance with relevant laws and regulations and generally accepted accounting principles and the non-compliance is serious and correction or restatement is not made within a notified time period for correction or restatement; or the CPA attesting the publicly disclosed and filed financial report issues a disclaimer of opinion or an adverse opinion in the audit report, or issues an adverse conclusion or disclaimer of conclusion in the review report; or where, in a publicly disclosed and filed financial forecast of the issuer reviewed by a CPA, the attesting CPA issues an adverse opinion or disclaimer of opinion in the review report.
4. The issuer fails to publish material information in accordance with relevant regulations and fails to correct the situation within a certain time period as ordered, and the circumstances are material.
5. The issuer fails to handle its shareholder services in accordance with Article 26, paragraph 1 of these Rules and fails to correct the situation within a certain time period as ordered by the TPEx.
6. Any of the circumstances under Article 282 of the Company Act exist at the issuer, and the transfer of its shares is prohibited by a court ruling pursuant to Article 287, paragraph 1, subparagraph 5 of the Company Act.
7. A foreign issuer no longer has a litigious and non-litigious agent who has a domicile or residence in Taiwan.
8. The issuer breaches any undertaking it has made, and the circumstances are material.
9. A financial report publicly disclosed and filed by a foreign issuer does not meet the requirements set out in Article 31, paragraph 3 of these Rules.
10. The issuer evades or refuses a targeted audit conducted by the TPEx or a CPA or professional institution designated by the TPEx, and the circumstances are material.
11. Any other violation of the provisions of the Company Act, relevant securities laws and regulations, or relevant laws and regulations of the country of registration, and the circumstances are material, or any other event where the TPEx deems it necessary to suspend the TPEx trading of the issuer's stock.

1. The stock has been listed on the TPEx or TWSE.
2. The TPEx trading of the stock has been suspended under Article 38 of these Rules for more than 3 months, and the cause of the suspension has not been extinguished, where the cause of the suspension of TPEx trading need not be limited to a single cause of the same subparagraph.
3. The issuer lacks an advisory recommending securities firm.
4. The issuer has been adjudicated bankrupt by a final and irrevocable court ruling.
5. A court has ruled for re-organization or has dismissed an application for re-organization pursuant to Article 285-1, paragraph 3, subparagraph 2 of the Company Act, and the ruling or dismissal has become final and irrevocable.
6. A relevant competent authority revokes an issuer's corporate registration or dissolves it due, in the case of a domestic issuer, to occurrence of an event under Article 9, Article 10, Article 11, Article 17, paragraph 2, Article 315, paragraph 1, subparagraph 1 through subparagraph 7, or Article 397 of the Company Act, or other cause, or, in the case of a foreign issuer, to a violation of laws or regulations of the country of registration.
7. A relevant competent authority of the ROC or of the country of registration revokes the issuer's approval for issuance of stocks or corporate bonds due to any event in Article 251 or Article 271 of the Company Act or for other cause, and the circumstances are material.
8. Upon application by the issuer or occurrence of any other material events where the TPEx deems it necessary to terminate TPEx trading of the issuer's stock.

1. In the event the issuer's stock has been suspended by the TPEx from trading on the TPEx for three months or more because the issuer has no lead advisory recommending securities firm or has only one remaining advisory recommending securities firm, it has been subsequently found that the issuer has two or more advisory recommending securities firms, and one of them is a lead advisory recommending securities firm.
2. In the event the issuer lacks an advisory recommending securities firm, it is subsequently found that the issuer has at least one advisory recommending securities firm.

┌─────────────┬────────────────┐
│Total Number of Shares    │ Quick Calculation of Annual Fee│
│Traded on the TPEx        │                                │
├─────────────┼────────────────┤
│30 million or less shares │    NT$200 per 100,000 shares   │
├─────────────┼────────────────┤
│The portion exceeding 30  │    NT$150 per 100,000 shares   │
│million and up to 50      │                                │
│million                   │                                │
├─────────────┼────────────────┤
│The portion exceeding 50  │    NT$100 per 100,000 shares   │
│million and up to 100     │                                │
│million                   │                                │
├─────────────┼────────────────┤
│The portion exceeding 100 │    NT$50 per 100,000 shares    │
│million and up to 200     │                                │
│million                   │                                │
├─────────────┼────────────────┤
│The portion exceeding 200 │    NT$25 per 100,000 shares    │
│million and up to 300     │                                │
│million                   │                                │
├─────────────┼────────────────┤
│The portion exceeding 300 │     NT$12.5 per 100,000 shares │
│million.                  │                                │
└─────────────┴────────────────┘

1. Impose a penalty of NT$10,000.
2. Impose a penalty of no less than NT$30,000 and no more than NT$3 million when the cumulative number of penalties imposed on an issuer within the most recent year, inclusive of the current penalty, reaches two or more, or the circumstances in the specific case arise out of intent or a material deficiency, or there is a material effect on shareholder equity or the price of securities.

1. A penalty of NT$10,000 may be imposed on an issuer that furnishes the filed information on its own. If the error or omission was discovered by the competent authority, the TPEx, or an external unit, and is verified upon investigation, a penalty of NT$20,000 may be imposed.
2. The TPEx may impose a penalty of NT$30,000 on an issuer whose cumulative number of penalties imposed within the most recent year, inclusive of the current penalty, reaches two or more.
3. The TPEx may impose a penalty of no less than NT$30,000 and no more than NT$120,000 on an issuer whose cumulative number of penalties imposed within the most recent year, inclusive of the current penalty, reaches three or more, or the circumstances in the specific case arise out of intent or a material deficiency.
4. The TPEx may impose a penalty up to NT$600,000 where the violation has a material effect on shareholder equity or the price of securities.