In order to help enterprises retain talent, carry out corporate governance and strengthen regulatory compliance, appropriately raise maximum penalty and improve regulatory supervision of securities firms, securities service providers and related organizations, the amendments were passed by the Legislative Yuan on March 26, 2019 and promulgated by the President on April 17, 2019. The key points of the amendments were as follows:
1.The period of transferring a company’s buyback shares to its employees and equity conversion in coordination with the issuance of corporate bonds with warrants, convertible corporate bonds, share subscription warrants, etc., is extended from 3 years to 5 years.
2.Provisions are added stipulating that primary TWSE-listed, primary TPEX-listed companies and foreign companies in emerging stock market are not allowed to impede, refuse, or evade the actions of the independent directors in the performance of their duties and that these companies are required to establish a remuneration committee. Meanwhile, the penalties for violation of aforementioned regulations and the regulations governing the exercise of powers by audit committees and remuneration committee were promulgated.
3.The supervisory measures for “improvement within a specified deadline” to issuers, securities firms and securities service enterprises and “other necessary actions related to business or operation” to securities firms and securities service enterprises were promulgated.
4.The maximum fine was raised from NT$2.4 million to NT$4.8 million and the new regulation that fines may be imposed on securities firms, securities service enterprises and related institutions was promulgated.