Important Measures
FSC amends "Regulations Governing the Administration of Shareholder Services of Public Companies"
2021-04-12
The FSC amended the aforementioned Regulations on 2 March 2021 in order: (a) to coordinate with amendments to the "Company Act," the "Regulations Governing Certification of Corporate Stock and Bond Issues by Public Companies," and the "Taiwan Code of Civil Procedure"; and (b) to implement the "Corporate Governance 3.0 – Sustainable Development Roadmap" by improving the quality and impartiality of stock registrar and transfer operations, and by enhancing the transparency of e-voting results. Key points of the amended provisions are as follows:
1.TWSE- or TPEx-listed companies and emerging companies that outsource the handling of shareholder services are not allowed to discontinue the outsourcing and resume in-house handling.
2.An institution designated by FSC (i.e. the Taiwan Depository & Clearing Corporation, or TDCC) is authorized to periodically assess the operations of shareholder services institutions, beginning from 1 January 2022.
3.The company or its shareholder services agent shall, one day before the shareholders' meeting, compile and prepare a statistical table of the number of shares of shareholders attending the shareholders' meeting electronically, and shall publicly disclose it.
4.If a company which handles shareholder services in-house manner or via a shareholder services institution is sanctioned for a legal violation, it must hand over the administration of shareholder services to another entity within two months of the sanction; if there is no shareholder services institution to take over the administration of shareholder services, or if the FSC deems it necessary, a TDCC-designated shareholder services institution shall take over the administration of the services.
5.There are already regulations that govern how a company is to handle the issuance of shares to employees of foreign (or PRC) nationality, so these Regulations only serve as guidelines for proper registration in the company shareholder register of employees of foreign (or PRC) nationality who have shares deposited in the company's Segregated Collective Investment Account for Foreign/PRC National Employees.
1.TWSE- or TPEx-listed companies and emerging companies that outsource the handling of shareholder services are not allowed to discontinue the outsourcing and resume in-house handling.
2.An institution designated by FSC (i.e. the Taiwan Depository & Clearing Corporation, or TDCC) is authorized to periodically assess the operations of shareholder services institutions, beginning from 1 January 2022.
3.The company or its shareholder services agent shall, one day before the shareholders' meeting, compile and prepare a statistical table of the number of shares of shareholders attending the shareholders' meeting electronically, and shall publicly disclose it.
4.If a company which handles shareholder services in-house manner or via a shareholder services institution is sanctioned for a legal violation, it must hand over the administration of shareholder services to another entity within two months of the sanction; if there is no shareholder services institution to take over the administration of shareholder services, or if the FSC deems it necessary, a TDCC-designated shareholder services institution shall take over the administration of the services.
5.There are already regulations that govern how a company is to handle the issuance of shares to employees of foreign (or PRC) nationality, so these Regulations only serve as guidelines for proper registration in the company shareholder register of employees of foreign (or PRC) nationality who have shares deposited in the company's Segregated Collective Investment Account for Foreign/PRC National Employees.
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- Update: 2021-04-12