| 2004.12.20 |
Regulations Governing Issuance of Bank Debentures By Banks
[Chinese]
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Regulations Governing Issuance of Bank Debentures By Banks
Promulgated by The Ministry of Finance
4. Articles 3, 7, and 10 amended and promulgated; Article 11 added; and original Article 11 amended and renumbered as Article 12, per 20 December 2004 Order No. Jin-Kuan-Yin-(II)-0938012056 of the Financial Supervisory Commission, Executive Yuan
Article 3 : In order to issue Bank Debentures a bank must first apply to the competent authority by submitting an application (report) form and the items and documents listed therein.
An application to issue general Bank Debentures, subordinated Bank Debentures, or other Bank Debentures that do not involve shareholding rights made in accordance with the preceding paragraph shall be deemed approved if the competent authority does not object thereto within twelve (12) business days from the date of receipt of such application form (as attached).
If a bank's application to issue Bank Debentures is incomplete or otherwise does not include all of the required information, but the bank remedies such deficiencies within the time period specified by the competent authority, the application shall be deemed approved if the competent authority does not object thereto within twelve (12) business days from the date of receipt of such missing information.
A bank applying (or filing a report) under paragraph 1 hereof to issue convertible Bank Debentures, exchangeable Bank Debentures, or other Bank Debentures that involve shareholding rights shall comply with the provisions of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers or the Regulations Governing the Offering and Issuance of Overseas Securities by Issuers, in addition to the provisions of these Regulations.
A bank that wishes to issue foreign currency denominated Bank Debentures shall obtain approval from the competent authority as well as comply with relevant Central Bank of China regulations.
Article 7 : Bank Debentures shall be bearer debentures; provided, that convertible Bank Debentures, exchangeable Bank Debentures, other Bank Debentures that involve shareholding rights and, if the purchaser or holder so requests, other Bank Debentures may be converted to registered debentures.
Banks may issue Bank Debentures in book entry form.
The minimum par value of Bank Debentures issued by a bank shall be NT$100,000.
Article 10 : A bank shall issue Bank Debentures within one (1) year from the date on which an application becomes effective; failure to do so shall result in the invalidation of such effectiveness. However, for Bank Debentures requiring application for approval or effective registration under the Regulations Governing the Offering and Issuance of Securities by Securities Issuers or Regulations Governing the Offering and Issuance of Overseas Securities by Issuers, the provisions thereof shall be complied with.
Article 11: In accordance with the provisions of Article 4, paragraph 2, of the Trust Act regarding title transfer and trust registration of Bank Debentures, Bank Debentures originally in bearer form shall be changed to registered form, and the following provisions shall be complied with:
1. The settlor and trustee shall fill out the title transfer application and affix their signatures or seals to the reverse side of the Bank Debentures; when Bank Debentures in the custody of a centralized securities depository enterprise are property under a trust and the provisions of subparagraph 6 herein have been complied with, if the trustee withdraws them from the centralized securities depository enterprise, documentation of withdrawal from the depository enterprise shall be submitted, and the trustee shall affix their signature or seal on the application for title transfer and on the back of the Bank Debentures in the space designated for the assignee.
2. Annex the trust contract or will and relevant evidentiary documents from the tax authorities; after the bank has checked and confirmed their accuracy, record the words "Trust Assets" and the date in the Register, and on the reverse side of the Bank Debentures.
3. When the trustee is changed, name amendment shall be carried out, and documents relevant to the reason for the change submitted.
4. When a trust agreement stipulates the settlor as a beneficiary of the trust interest in whole or in part, if during the duration of the trust relationship the beneficiary is changed to a person other than the settler, relevant evidentiary documentation from the tax authorities shall be submitted.
5. When a trust relationship is dissolved and trust assets revert to the settlor in accordance with the law, sufficient evidentiary documentation shall be submitted to verify the extinguishment of the trust relationship; after the bank has checked and confirmed their accuracy, trust registration cancellation shall be carried out; when trust assets revert to a person other than the settlor, relevant evidentiary documentation from the tax authorities shall be submitted; after the bank has checked and confirmed their accuracy, trust cancellation registration shall be carried out, recording the date and affixing the seal stating "Trust Reversion Record" in the registration book and on the reverse side of the Bank Debenture.
6. When Bank Debentures in the custody of a centralized securities depository enterprise are property under a trust, the indication of the trust relationship and matters to be recorded shall be governed by the Regulations Governing Book-Entry Operations for Centrally Deposited Securities.
Article 12 : These Regulations shall be effective from the date of promulgation.
Article 3 of the amendments to these Regulations shall be effective from 1 January 2005.