1.    FSC amends the Regulations Governing Establishment of Internal Control Systems by Public Companies to apply the ARDF Statements of Assurance Engagements Standards to CPA audit reports for internal control system audits and to enhance the prompt disclosure of internal control system statements
  To coordinate with the Summary of the Auditor Engagement Standards issued by the Auditing Standards Committee, Accounting Research and Development Foundation (ARDF) and to ensure prompt and full disclosures, the Financial Supervisory Commission (FSC) on 15 December 2022 amended the Regulations Governing Establishment of Internal Control Systems by Public Companies to require that: (a) the ARDF Statements of Assurance Engagements Standards apply to the type of auditor's opinion, the format, and the content required in the audit reports prepared by CPAs retained to conduct audits of companies' internal control systems; and (b) a public company must publicly disclose and file any amendment to its internal control system statement within 2 days counting inclusively from the day on which the amendment is approved by the company's board of directors.
2.     FSC partially amends the Regulations Governing Futures Commission Merchants to ensure timely financial disclosures by FCMs (22 December 2022)
  To ensure more timely disclosure of financial information by futures commission merchants (FCMs), to provide a clear legal basis to govern the offering and issuance of securities by FCMs, and to afford FCMs greater flexibility and capital efficiency in their financial operations, the FSC amended the Regulations Governing Futures Commission Merchants on 22 December 2022. Key points of the amendment are as follows:
(1) For some FCMs, the deadline for filing of annual financial reports has been adjusted: To ensure more timely financial disclosures by FCMs, and for the sake of consistency in the supervision of different types of financial services firms, the amended Regulations require a publicly traded FCM or any FCM that is a subsidiary of a financial holding company to publish and report its annual financial reports to the FSC within 75 days after the close of each fiscal year. This requirement applies from FY 2022.
(2) The amendment specifies the legal basis for the offering and issuance of securities by FCMs: Considering the needs of FCMs in offering and issuing securities and for the sake of consistent supervision, the amendment specifies the legal basis for compliance by FCMs in offering and issuing securities.
(3) The pre-amendment Regulations provided that when the accumulated special reserve reaches 50 percent of the amount of paid-in capital, half of the special reserve may be capitalized. To afford FCMs greater flexibility in their financial operations, the amended Regulations provide that when the accumulated special reserve reaches 25 percent of the amount of paid-in capital, the portion exceeding 25% may be capitalized.
3.     FSC amends Articles 6 and 13-1 of the Regulations Governing Information to be Published in Prospectuses by Securities Investment Trust Enterprises Offering Securities Investment Trust Funds
 To ensure a consistent disclosure framework for the issuance of environmental, social, and governance (ESG) funds by securities investment trust enterprises (SITEs) and enhance comprehensive disclosures of ESG investment policies in prospectuses for this type of fund, and with an eye to the fact that the bonds invested by high-yield bond funds are essentially non-investment grade, the FSC on 23 December 2022 amended the Regulations Governing Information to be Published in Prospectuses by Securities Investment Trust Enterprises Offering Securities Investment Trust Funds. Key points of the amendment are as follows:
(1) The amendment introduces new items that must be printed on the cover of an ESG fund prospectus and in its contents, and requires that the cover of a prospectus disclose the page numbers where important sustainability-related information appears and the URL of the webpage where periodic assessment information is posted, so that investors can quickly find this information. New provisions also require that the prospectus content must specify the following: investment objectives and measurement standards; investment strategies and methods; investment portfolio ratio allocations; performance indicators; exclusion policies; risk warnings; participation in stewardship; and channels for access to regular disclosures and other information.
(2) The Chinese term "high-yield bond fund" is amended to "non-investment grade bond fund."
4.     FSC amends the Regulations Governing Offshore Funds
 To protect the interests of investors and enhance the management of offshore funds, the FSC amended the Regulations Governing Offshore Funds on 28 December 2022. Key points of the amendment include the following:
(1) A new provision states that a master agent that handles the offering and sale of offshore funds in Taiwan may not represent more than five offshore fund institutions, and a master agent that handles four or more offshore fund institutions shall post additional operating bond and do so within 3 months from the date on which this amendment enters into force. The amended Regulations also expressly provide that the amount of the operating bond shall be calculated based on the corporate group to which the offshore fund institution belongs.
(2) With respect to a company that issues no-par-value shares in accordance with Article 156 of the Company Act and acts as an offshore fund sub-distributor, the amended Regulations set out a list of qualification requirements that the company must meet. Also, to coordinate with amendments to the Banking Act and the Futures Trading Act, the FSC has modified disqualification criteria that bar a party from acting as a master agent or subdistributor of an offshore fund.
(3) Considering that legislation in the jurisdiction where an offshore fund is registered can differ from that in Taiwan, and an offshore fund institution may sometimes be sanctioned by home country authorities for deficiencies in operations that are unrelated to asset management. Under the pre-amendment Regulations, this could sometimes result in restrictions on an offshore fund institution's business in Taiwan. With these conditions in mind, the FSC's amendment states that any sanction imposed by home country authorities on an offshore fund institution shall apply only to its asset management business, and only while the situation has not yet improved.
5.    FSC amends the Regulations Governing Responsible Persons and Associated Persons of Securities Investment Trust Enterprises and Regulations Governing Responsible Persons and Associated Persons of Securities Investment Consulting Enterprises
  To strengthen the management of securities investment trust enterprise (SITE) and securities investment consulting enterprise (SICE) operations and the implementation of corporate governance, the FSC on 22 December 2022 amended the two regulations named above. Key points of the amended provisions are as follows:
(1) The amendments charge the board of directors with the responsibility to appoint and supervise managerial officers, and to oversee the accountability of managerial officers and set up related systems.
(2) Newly added provisions require that when a natural person or a juristic person serves as a director (or supervisor) of a SITE or SICE, if that person or a related party thereof concurrently acts as a director (or supervisor) of another SITE or SICE or a securities firm, a conflict of interest shall be presumed to exist, and if the conflict of interest remains unresolved within a prescribed period of time without good cause, the person shall be dismissed.
(3) If an associated person of a SITE or SICE is the statutory agent of a principal, the associated person, with respect to that principal, is exempted from the prohibition against acting on behalf of another person in conducting securities investments or trading securities-related products.