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Title Taiwan Depository & Clearing Corporation Operation Directions for Corporate Action Processing CH
Date 2022.08.24 ( Amended )

Article Content

Chapter I General Principles
Article 1     These Directions are adopted to ensure that custodians and issuers may conduct corporate action processing through the Corporate Action Net (C.A.Net) ("the System") on the TDCC Issuance Operation Platform.
Article 2     The System uses an Internet connection. The custodian and the issuer shall apply to TDCC for use of the System by using a certificate recognized by TDCC to submit an Application for Operations on the Issuance Operation Platform, check the operations category "C.A.Net", and affix its seal/signature-of-record.
Article 3     The System is responsible only for the transmission of corporate action information between the custodian and the issuer. The custodian and issuer are themselves solely responsible for ensuring the accuracy and completeness of the content of transmitted information.
Chapter II Electronic Operations for Split Voting Applications
Article 4     A custodian that on behalf of its customers applies through the System to an issuer to allow shareholders to individually exercise voting rights (hereinafter, "split voting") shall by 5 days before the meeting of shareholders execute a "Split Voting Statement Upload" transaction (transaction code D011) and a "Split Voting Application Underlyings List Upload" transaction (transaction code D012), and input the relevant application data and upload documentary proof that the qualifying conditions for split voting are met.
    After the custodian completes the transmission operations of the preceding paragraph, TDCC will notify the issuer by email.
Article 5     After receiving the notice under paragraph 2 of the preceding article, the issuer shall execute a "Split Application Data Download" transaction (transaction code D014, operation type 0: split application data receipt), to download the relevant data. The custodian may execute a "Split Application Data Download" transaction (transaction code D014, operation type 1: split application data change record), to query the status of the data download by the issuer.
    After the issuer has reviewed the application documents under paragraph 1 of the preceding Article and found them to be without error, it shall make a notation on the list of shareholders indicating that the shareholder may exercise split voting.
    If the issuer finds that the application documents are incomplete, it shall, within 2 days after receiving the application documents, notify the custodian of the deadline by which to make supplementations or corrections. If the custodian fails to make the supplementations or corrections by the deadline, the issuer shall, by no later than 2 days before the meeting of shareholders, reject the custodian's application, and notify the custodian of the reasons for the rejection.
Chapter III Operations for the Transmission of Incentive Tax Rate Information
Article 6     A custodian that on behalf of its customers notifies an issuer through the System of incentive tax rates shall execute an "Incentive Tax Rate Data Upload" transaction (transaction code D031), and input the relevant data and upload the documentary proof.
    After the custodian has completed the operation of the preceding paragraph, TDCC will notify the issuer by email.
Article 7     After receiving the notice under paragraph 2 of the preceding article, the issuer shall execute an "Incentive Tax Rate Data Download" transaction (transaction code D033, operation type 0: incentive tax rate data), to download the relevant data. The custodian may execute an "Incentive Tax Rate Data Download" transaction (transaction code D033, operation type 1: incentive tax rate data change record), to query the status of the data download by the issuer.
    After the issuer has reviewed the data under paragraph 1 of the preceding Article and found it to be without error, it shall update the shareholder tax rate data.
    If the issuer finds that the content of the data is incomplete, it shall, within 7 days after receiving the data, notify the custodian of the deadline by which to make supplementations or corrections. If the custodian fails to make the supplementations or corrections by the deadline, the issuer shall carry out tax withholding based on the statutory tax rate.
Chapter IV Operations for the Transmission of Information on the Distribution of Dividends
Article 7-1     On the second business day after the commencement date of an issuer's book closure for the distribution of dividends, TDCC will produce the relevant time schedule and other information including the ex-rights (ex-dividend) record date, reason for book closure, and deadline for uploading, and notify the issuer by email. The issuer shall execute an "Ex Rights (Ex Dividend)/Cash Capital Increase/ ETF Dividend Distribution Data Upload List Query" transaction (transaction code D02A), to query the relevant information, and also proceed in accordance with the operational schedule.
Article 8     An issuer that notifies a custodian through the System of data on distributions to customers of the custodian shall, within 3 business days after the target date fixed for that dividend distribution, execute an "Ex Rights (Ex Dividend) Data Upload" transaction (transaction code D021), and input the dividend distribution data and upload the custodian customer distribution data file.
    After the issuer has completed the operation of the preceding paragraph, TDCC will notify the custodian by email.
Article 9     After receiving the notice under paragraph 2 of the preceding article, the custodian shall execute an "Ex Rights (Ex Dividend) Data Download" transaction (transaction code D023, operation type 0: ex rights [ex dividend] data receipt), to download the relevant data. The issuer may execute an "Ex Rights (Ex Dividend) Data Download" transaction (transaction code D023, operation type 1: ex rights [ex dividend] data change record), to query the status of the data download by the custodian.
Article 10     A custodian that notifies an issuer through the System of amendment to a customer's bank account number or tax withholding rate shall execute an "Ex Rights (Ex Dividend) Amended Data Upload" transaction (transaction code D024), and input the amended data and upload the itemized amendment file.
    After the custodian has completed the operation of the preceding paragraph, TDCC will notify the issuer by email.
Article 11     After receiving the notice under paragraph 2 of the preceding article, the issuer shall execute an "Ex Rights (Ex Dividend) Amended Data Download" transaction (transaction code D026, operation type 0: ex rights [ex dividend] amended data receipt), to download the relevant data and update the shareholder information. The custodian may execute an "Ex Rights (Ex Dividend) Amended Data Download" transaction (transaction code D026, operation type 1: ex rights [ex dividend] amended data change record), to query the status of the data download by the issuer.
Article 12     An issuer that notifies a custodian through the System of prepayment of tax for customers of the custodian shall, after the date of the decision to distribute capital increase shares, execute an "Ex Rights Tax Prepayment Notice Data File Creation and Maintenance" transaction (transaction code D027), and input the tax prepayment notice data and upload the relevant tax payment method file.
    After the issuer has completed the operation of the preceding paragraph, TDCC will notify the custodian by email.
Article 13     After receiving the notice under paragraph 2 of the preceding article, the custodian shall execute an "Ex Rights Tax Prepayment Notice Data Download" transaction (transaction code D029, operation type 0: ex rights tax prepayment notice data receipt), to download the relevant data. The issuer may execute an "Ex Rights Tax Prepayment Notice Data Download" transaction (transaction code D029, operation type 1: ex rights tax prepayment notice change record), to query the status of the data download by the custodian.
Chapter IV-I Operations for the Transmission of Cash Capital Increase Share Subscription Information
Article 13-1     On the second business day after the commencement date of an issuer's book closure for the subscription to new shares in a cash capital increase, TDCC will produce the relevant time schedule and other information including the record date for the cash capital increase, reason for book closure, and deadline for uploading and notify the issuer by email. The issuer shall execute an "Ex Rights (Ex Dividend)/Cash Capital Increase/ETF Dividend Distribution Data Upload List Query" transaction (transaction code D02A), to query the relevant information, and proceed in accordance with the operational schedule.
Article 13-2     An issuer that notifies a custodian through the System of data on the subscription to new shares by customers of the custodian in a cash capital increase shall, by the business day before the date on which payments for the share subscription begin, execute a "Cash Capital Increase Share Subscription Data Upload" transaction (transaction code D041), and input the cash capital increase share subscription data and upload the custodian customer cash capital increase share subscription data file.
    After the issuer has completed the operation of the preceding paragraph, TDCC will notify the custodian by email.
Article 13-3     After receiving the notice under paragraph 2 of the preceding article, the custodian shall execute a "Cash Capital Increase Share Subscription Data Download" transaction (transaction code D043, operation type 0: cash capital increase share subscription data receipt), to download the relevant data. The issuer may execute a "Cash Capital Increase Share Subscription Data Download" transaction (transaction code D043, operation type 1: cash capital increase share subscription data change record), to query the status of the data download by the custodian.
Chapter IV-II Operations for the Transmission of ETF Dividend Distribution Information
Article 13-4     On the second business day after the commencement date of book closure for dividend distribution on ETFs issued by a securities investment trust enterprise, TDCC will produce the relevant time schedule and other information including the record date for the ETF dividend distribution, reason for book closure, and deadline for uploading and notify the securities investment trust enterprise by email. The securities investment trust enterprise shall execute an "Ex Rights (Ex Dividend)/Cash Capital Increase/ETF Dividend Distribution Data Upload List Query" transaction (transaction code D02A) to query the relevant information, and proceed in accordance with the operational schedule.
Article 13-5     A securities investment trust enterprise that notifies a custodian through the System of data on distributions to customers shall, within 3 business days after the ETF dividend distribution record date, execute an "ETF Dividend Distribution Data Upload" transaction (transaction code D051), and upload the custodian customer distributions data file.
    After the securities investment trust enterprise has completed the operation of the preceding paragraph, TDCC will notify the custodian by email.
Article 13-6     After receiving the notice under paragraph 2 of the preceding article, the custodian shall execute an "ETF Dividend Distribution Data Download" transaction (transaction code D053, operation type 0: ETF dividend distribution data receipt), to download the relevant data.The securities investment trust enterprise may execute an "ETF Dividend Distribution Data Download" transaction (transaction code D053, operation type 1: ETF dividend distribution data change record), to query the status of the data download by the custodian.
Article 13-7     A custodian that notifies a securities investment trust enterprise through the System of amendment to a customer's bank account number or tax withholding rate shall execute an "ETF Dividend Distribution Amended Data Upload" transaction (transaction code D054), and upload the itemized amendment file.
    After the custodian has completed the operation of the preceding paragraph, TDCC will notify the securities investment trust enterprise by email.
Article 13-8     After receiving the notice under paragraph 2 of the preceding article, the securities investment trust enterprise shall execute an "ETF Dividend Distribution Amended Data Download" transaction (transaction code D056, operation type 0: ETF dividend distribution amended data receipt), to download the relevant data and update the shareholder information. The custodian may execute an "ETF Dividend Distribution Amended Data Download" transaction (transaction code D056, operation type 1: ETF dividend distribution amended data change record), to query the status of the data download by the securities investment trust enterprise.
Chapter V Supplementary Provisions
Article 14     The transaction records of TDCC's conducting of operations relating to these Directions shall be kept for at least 1 year.
Article 15     Any matters on which these Directions are silent shall be governed by the TDCC C.A.Net Operations Manual and other applicable provisions.
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