Search Result

Title: Regulations Governing Securities Investment Trust Funds
Date: 2009.09.25 ( Amended )

Article Content

 
Article 1     These Regulations are prescribed pursuant to Paragraph 2 of Article 18-2 of the Securities and Exchange Law.
Article 2     The term "Custodian Institution" used in these Regulations refers to any bank which, under the entrustment of the securities investment trust enterprise, provides custodian services for the securities investment trust fund.
    The term "Beneficiary Certificate" used in these Regulations refers to a security which is issued by the securities investment trust enterprise for raising the securities investment trust fund.
    The term "Beneficiary" used in these Regulations refers to the holder of the bearer beneficiary certificate or the beneficiary of the registered beneficiary certificate.
    The term "Securities Investment Trust Agreement" used in these Regulations refers to the contract defining the rights and obligations among the securities investment trust enterprise, the custodian institution and the beneficiaries.
    The term "Securities Investment Trust Fund" used in these Regulations shall include all assets purchased by using the securities investment trust fund.
    The term "Securities Related Products" used in these Regulations shall refer to securities related financial products that have been approved for trading by the Securities and Future Commission, Ministry of Finance (hereinafter this "Commission") in which securities investment trust enterprises use the assets of the securities investment trust fund for hedging operations or to increase investment efficiency.
    The term "Exchange Traded Fund (ETF)" used in these Regulations shall mean a securities investment trust fund listed on the stock exchange which tracks an underlying index designed by or produced with the agreement of the stock exchange for which subscription and repurchase** are based on physical delivery according to contract.
    The term "Basket Fund" used in these Regulations shall mean securities investment trust funds which invest primarily in other securities investment trust funds.
    "Announcements" as referred to in these Regulations shall be carried out in the manner designated by this Commission.
Article 3     The beneficiary rights of securities investment trust funds shall be equally divided in accordance with the number of units of beneficiary rights. The number of beneficiary rights units for each beneficiary certificate shall be as shown on the beneficiary certificate.
    The rights of the beneficiary to payment, dividend distribution and other rights shall be in accordance with the contents of the beneficiary certificate and the number of beneficiary units.
Article 4     To raise money, initially or additionally, for the securities investment trust fund, the securities investment trust enterprise shall file an application with the Securities and Futures Commission (SFC) for approval. Such an application must be supported by the following documents:
  1. an offering plan or additional offering plan (as per attachment);
  2. the securities investment trust agreement;
  3. a prospectus for public offer (foreign offering and additional offering exempted);
  4. resolution of the board of directors approving of offering or additional offering of the securities investment trust fund;
  5. documents evidencing that the manager of the securities investment trust fund fulfills the qualifications set forth in the Rules for Administration of Securities Investment Trust Enterprises;
  6. declaration by the fund custodian institution that it does not have any of the conditions specified in Article 17;
  7. Approval letter of the competent authority for foreign exchange for foreign offering or additional offering of securities investment trust fund;
  8. Securities investment trust fund report completed by the securities investment trust enterprise and approved by an expert;
  9. other attachments as required by the SFC.
    The SFC shall review the documents supplied by the securities investment trust enterprise, and if no abnormalities are found, the SFC shall approve the application within 30 days of receiving it or receiving the amendments thereto. The above shall not be applicable where an application for offering or additional offering of securities investment trust fund involves foreign exchange matters, or the scope of the investment and terms of issuance are different from the currently issued securities investment trust fund, or where the SFC believes it is necessary to protect the rights of the public.
    To raise money, initially or additionally, for the securities investment trust fund, the securities investment trust enterprise shall file an application with the Securities and Futures Commission (SFC) for approval. Such an application must be supported by the following documents:
  1. an offering plan or additional offering plan (as per attachment);
  2. the securities investment trust agreement;
  3. a prospectus for public offer (foreign offering and additional offering exempted);
  4. resolution of the board of directors approving of offering or additional offering of the securities investment trust fund;
  5. documents evidencing that the manager of the securities investment trust fund fulfills the qualifications set forth in the Rules for Administration of Securities Investment Trust Enterprises;
  6. declaration by the fund custodian institution that it does not have any of the conditions specified in Article 17;
  7. Approval letter of the competent authority for foreign exchange for foreign offering or additional offering of securities investment trust fund;
  8. Securities investment trust fund report completed by the securities investment trust enterprise and approved by an expert;
  9. other attachments as required by the SFC.
    The SFC shall review the documents supplied by the securities investment trust enterprise, and if no abnormalities are found, the SFC shall approve the application within 30 days of receiving it or receiving the amendments thereto. The above shall not be applicable where an application for offering or additional offering of securities investment trust fund involves foreign exchange matters, or the scope of the investment and terms of issuance are different from the currently issued securities investment trust fund, or where the SFC believes it is necessary to protect the rights of the public.
Article 5     The securities investment trust agreement shall include the following items:
  1. The name and address of the securities investment trust enterprise and the fund custodian institution.
  2. The name and term of the securities investment trust fund.
  3. The securities investment trust fund's total face issued amount, total number of beneficiary units, and whether there can be additional issuance.
  4. The date of issuance of beneficiary certificates, and the dollar amount and fee for purchasing each unit of beneficiary certificates.
  5. The duties and responsibilities of the fund custodian institution.
  6. The basic principles and scope for investing the securities investment trust fund in securities and transactions in securities-related products.
  7. The categories, time, and payment method for dividend distribution from the securities investment trust fund investments.
  8. Where the beneficiary requests redemption of the beneficiary certificate, the procedure, time, place, method for calculating the redemption price and redemption fee, and the time and method for the securities investment trust enterprise to pay the redemption price.
  9. The items for which the securities investment trust fund are responsible for paying the fees and their calculation method, payment method, and payment time.
  10. The method for calculating the securities investment trust enterprise and the fund custodian institution's remuneration and the time and method of payment.
  11. The method for calculating the securities investment trust fund's net asset value.
  12. The method for calculating and publicly announcing the beneficiary units' net asset value.
  13. Events for terminating the securities investment trust agreement, the termination procedure, and items to be handled after termination.
  14. After the securities investment trust fund is no longer in existence, the fund's liquidation method and calculation method, payment method, and payment time for beneficiary request for return amount.
  15. Other items required by the SFC.
    The upper limit for calculation of the fees and remuneration referred to in Items 4, 8, 9, and 10 of the preceding Paragraph shall be set by the SFC.
    The Securities Investment Trust Association may establish a standardized agreement for the securities investment trust contract, and report to the SFC for approval.
Article 6     For securities investment trust enterprises investing ROC raised securities investment trust funds in foreign securities, the categories and scope of investment shall be set by the SFC.
Article 7     A securities investment trust enterprise's application for raising, initially or additionally, securities investment trust fund may be rejected by the SFC if there is any of the following conditions:
  1. where the items to be applied for violate laws or regulations such that the issuance or additional issuance of the securities investment trust fund is affected;
  2. upon the SFC revoking or rejecting the approval, or the applicant withdraws the application, within three months of receiving notice from the SFC to such effect, another application is made for issuance or additional issuance of securities investment trust fund;
  3. application has been made to the SFC but approval is still pending; provided that the above shall not be applicable in case the period specified in Paragraph 2 of Article 4 has expired and no approval has been given;
  4. in examining the application documents submitted by the securities investment trust enterprise, there are objective facts to show that the plan cannot be accomplished;
  5. the material contents of the plan of the current issuance or additional issuance of the securities investment trust fund have not be listed as an agenda for discussion by the board of directors and have not be approved;
  6. the application documents submitted by the securities investment trust enterprise are incomplete or the information provided is not adequate, and upon notice by the SFC to correct such defect, no correction is made within the allotted time;
  7. the financial reports of the securities investment trust enterprise or the securities investment trust fund managed by it were not made in accordance with relevant laws and regulations, or generally accepted accounting principles, and the violation is serious;
  8. the accounting system, internal control or internal auditing processes of the securities investment trust enterprise has not been effectively implemented;
  9. the net worth of the securities investment trust fund for the most recent year is lower than its par value; provided that the above shall not be applicable in case the enterprise has not obtained the securities investment trust enterprise license for two full accounting years;
  10. upon order by the SFC in accordance with the Rules for Administration of Securities Investment Trust Enterprises that application for issuance securities investment trust fund is no longer accepted, the time specified has not expired;
  11. the securities investment trust enterprise violates securities laws or regulations or breaches the securities investment trust agreement, and the violation is of a serious nature;
  12. where the SFC believes it is necessary to protect the public interest.
    A securities investment trust enterprise's application for raising, initially or additionally, securities investment trust fund may be rejected by the SFC if there is any of the following conditions:
  1. where the items to be applied for violate laws or regulations such that the issuance or additional issuance of the securities investment trust fund is affected;
  2. upon the SFC revoking or rejecting the approval, or the applicant withdraws the application, within three months of receiving notice from the SFC to such effect, another application is made for issuance or additional issuance of securities investment trust fund;
  3. application has been made to the SFC but approval is still pending; provided that the above shall not be applicable in case the period specified in Paragraph 2 of Article 4 has expired and no approval has been given;
  4. in examining the application documents submitted by the securities investment trust enterprise, there are objective facts to show that the plan cannot be accomplished;
  5. the material contents of the plan of the current issuance or additional issuance of the securities investment trust fund have not be listed as an agenda for discussion by the board of directors and have not be approved;
  6. the application documents submitted by the securities investment trust enterprise are incomplete or the information provided is not adequate, and upon notice by the SFC to correct such defect, no correction is made within the allotted time;
  7. the financial reports of the securities investment trust enterprise or the securities investment trust fund managed by it were not made in accordance with relevant laws and regulations, or generally accepted accounting principles, and the violation is serious;
  8. the accounting system, internal control or internal auditing processes of the securities investment trust enterprise has not been effectively implemented;
  9. the net worth of the securities investment trust fund for the most recent year is lower than its par value; provided that the above shall not be applicable in case the enterprise has not obtained the securities investment trust enterprise license for two full accounting years;
  10. upon order by the SFC in accordance with the Rules for Administration of Securities Investment Trust Enterprises that application for issuance securities investment trust fund is no longer accepted, the time specified has not expired;
  11. the securities investment trust enterprise violates securities laws or regulations or breaches the securities investment trust agreement, and the violation is of a serious nature;
  12. where the SFC believes it is necessary to protect the public interest.
Article 8     Securities investment trust enterprises which had their application for issuance or additional issuance of securities investment trust fund approved shall commence issuance within three months of receiving the approval notice, unless otherwise provided by law. With valid reasons, before the expiration of the period, it may apply to the SFC for extension. The extension shall not be longer than 3 months and shall be limited to once.
Article 9     Upon approval of a securities investment trust enterprise's application for issuance or additional issuance of securities investment trust funds, if the SFC discovers any of the following conditions, it may revoke the approval:
  1. commencing from the date the approval letter has been received, the period specified in Article 8 has expired;
  2. violation of Article 20 of the Securities and Exchange Law;
  3. an event with material impact to the rights of the investor occurs to the securities investment trust enterprise, and within two days of the occurrence of the event, a public announcement (with copies to the relevant securities authorities) has not been made in accordance with the Rules for Administration of Securities Investment Trust Enterprises;
  4. other violations of these Regulations or any other restrictions and prohibitions imposed by the SFC at the time of granting the approval.
    Securities investment trust enterprises which have their approval revoked shall process matters in accordance with the securities investment trust agreement.
Article 10     In using the securities investment trust fund to purchase or sell securities or engage in securities related product transactions, the securities investment trust enterprise shall make investment decisions and execute such decisions in accordance with the investment analysis report. addition to keeping records of the foregoing, it shall also submit a review report on a monthly basis.
    The analysis report referred to in the preceding Paragraph shall contain the basis and foundation of analysis and investment recommendations. Investment decision records shall stipulate the types, quantities and timing of purchases or sales of securities; execution records shall provide the types, quantities, prices and timing of purchases or sales of securities and shall provide the reasons for their differences.
    The records referred to in the first Paragraph shall be recorded in time sequence and be kept in files. Records shall be kept for a period of not less than five years.
Article 11     In purchasing or selling listed or OTC listed securities for the securities investment trust fund, unless otherwise provided by law, the securities investment trust enterprise shall authorize a securities broker to effect such transaction on a cash-and-delivery basis in the open securities market or OTC market, and shall instruct the custodian institution to effect closing of such securities.
    In purchasing or selling governmental bonds, corporate bonds or financial bonds for the securities investment trust fund, the securities investment trust enterprise shall effect such transactions on a cash-and-delivery basis and shall instruct the custodian institution to effect the closing of such bonds.
    The trading ratio, scope and relevant procedures for securities investment trust enterprise using the securities investment trust fund to engage in securities related product transactions shall be prescribed by the SFC.
    Securities bought in accordance with the preceding three Paragraphs shall be recorded in a special account of a specific securities investment trust fund under the name of the custodian institution. However, foreign securities and foreign securities related products may be registered in the manner provided in the agreement entered into between the custodian institution and the appointed foreign custodian institution.
Article 12     The securities investment trust enterprise shall apply the securities investment trust fund in accordance with the provisions in these Regulations and in the securities investment trust agreement and shall abide by the following provisions:
  1. not to invest the securities investment trust fund in unlisted securities, non-OTC-listed securities, OTC stocks belonging to the Second Category, or beneficiary certificates of other securities investment trust funds;
  2. not to use the securities investment trust fund to provide loans or guarantees for loans;
  3. not to use the securities investment trust fund to engage in securities margin transactions;
  4. not to effect any transaction of securities between various trust funds under its management;
  5. not to invest the securities investment trust fund in the securities issued by the securities investment trust enterprise or any company in which the securities investment trust enterprise is interested;
  6. not to apply the securities investment trust fund to purchase beneficiary certificates issued by the enterprise itself unless the beneficiary certificate is redeemed at the request of its beneficiary or is redeemed on non-renewal of the securities investment trust fund, in full or in part;
  7. not to invest an aggregate amount of more than 10% of the net asset value of the securities investment trust fund in any individual listed or OTC listed stocks and corporate bonds;
  8. not to invest an aggregate amount of more than 10% of the net asset value of the securities investment trust fund in any individual listed or OTC listed stocks; not to invest any individual securities trust fund in any individual listed or OTC listed stock to the extent that the aggregate amount of such investment shall have been in excess of 10% the total number of shares issued by such company;
  9. not to invest in any unsecured corporate bond to the extent that the aggregate amount of such investment shall have been in excess of 10% the total number of unsecured corporate bond issued by such company;
  10. unless in accordance with the regulations of the SFC, not to lend the securities held by the fund to a third party;
  11. not to transfer or sell the power of attorney for the shareholders' meeting of a listed company that the securities investment trust fund is invested in;
  12. not to commission any individual securities firm to buy/sell stocks to the extent that the stocks bought/sold are over 30% of the securities investment trust fund's aggregate stock transactions for that month;
  13. not to invest any individual securities investment trust fund in commercial papers guaranteed by bills finance firms to the extent that the aggregate amount of such papers is in excess of 10% of the securities investment trust fund's net value or over five hundred million NT Dollars;
  14. not to conduct any other acts which are prohibited by the SFC.
    Any company referred to in Item 5 above as one in which the securities investment trust enterprise is interested means:
  1. any company with the relationship specified in Chapter 6-1 of the Company Law with the securities investment trust enterprise;
  2. the director, supervisor or shareholders collectively holding 5% or more of the shares of the securities investment trust enterprise.
  3. where any of the persons specified in the preceding Item or the manager of the securities investment trust enterprise is the same person or has a spousal relationship with the director, supervisor or shareholders holding 10% or more of the shares of such company.
    The term collectively referred to in Item 2 refers to the total shareholding in a securities investment trust enterprise held by the enterprise and its directors, supervisors, managers, and other enterprises directly or indirectly controlled by such enterprise.
    Where the director or supervisor is a juristic person, the provisions of Item 2 shall apply mutatis mutandis to its representative or person exercising its appointed duties.
    The securities investment trust enterprise shall apply the securities investment trust fund in accordance with the provisions in these Regulations and in the securities investment trust agreement and shall abide by the following provisions:
  1. not to invest the securities investment trust fund in unlisted securities, non-OTC-listed securities, OTC stocks belonging to the Second Category, or beneficiary certificates of other securities investment trust funds;
  2. not to use the securities investment trust fund to provide loans or guarantees for loans;
  3. not to use the securities investment trust fund to engage in securities margin transactions;
  4. not to effect any transaction of securities between various trust funds under its management;
  5. not to invest the securities investment trust fund in the securities issued by the securities investment trust enterprise or any company in which the securities investment trust enterprise is interested;
  6. not to apply the securities investment trust fund to purchase beneficiary certificates issued by the enterprise itself unless the beneficiary certificate is redeemed at the request of its beneficiary or is redeemed on non-renewal of the securities investment trust fund, in full or in part;
  7. not to invest an aggregate amount of more than 10% of the net asset value of the securities investment trust fund in any individual listed or OTC listed stocks and corporate bonds;
  8. not to invest an aggregate amount of more than 10% of the net asset value of the securities investment trust fund in any individual listed or OTC listed stocks; not to invest any individual securities trust fund in any individual listed or OTC listed stock to the extent that the aggregate amount of such investment shall have been in excess of 10% the total number of shares issued by such company;
  9. not to invest in any unsecured corporate bond to the extent that the aggregate amount of such investment shall have been in excess of 10% the total number of unsecured corporate bond issued by such company;
  10. unless in accordance with the regulations of the SFC, not to lend the securities held by the fund to a third party;
  11. not to transfer or sell the power of attorney for the shareholders' meeting of a listed company that the securities investment trust fund is invested in;
  12. not to commission any individual securities firm to buy/sell stocks to the extent that the stocks bought/sold are over 30% of the securities investment trust fund's aggregate stock transactions for that month;
  13. not to invest any individual securities investment trust fund in commercial papers guaranteed by bills finance firms to the extent that the aggregate amount of such papers is in excess of 10% of the securities investment trust fund's net value or over five hundred million NT Dollars;
  14. not to conduct any other acts which are prohibited by the SFC.
    Any company referred to in Item 5 above as one in which the securities investment trust enterprise is interested means:
  1. any company with the relationship specified in Chapter 6-1 of the Company Law with the securities investment trust enterprise;
  2. the director, supervisor or shareholders collectively holding 5% or more of the shares of the securities investment trust enterprise.
  3. where any of the persons specified in the preceding Item or the manager of the securities investment trust enterprise is the same person or has a spousal relationship with the director, supervisor or shareholders holding 10% or more of the shares of such company.
    The term collectively referred to in Item 2 refers to the total shareholding in a securities investment trust enterprise held by the enterprise and its directors, supe
Article 13     The securities investment trust enterprise shall calculate the net asset value of the securities investment trust funds on each business day.
    The net asset value of the securities investment trust fund shall be calculated in accordance with relevant laws and regulations and generally accepted accounting principles. It shall be based on the total asset value of the fund less total liabilities.
    The securities investment trust enterprise association shall prescribe standards for calculating the net asset value of the securities investment trust fund and report such to the SFC for its approval.
    The net asset value of each beneficiary unit shall be calculated by taking the net asset value of the securities investment trust fund on the calculation day to be divided by the total number of beneficiary units in the fund
Article 13-1     (deleted)
Article 14     The net asset value of each beneficiary unit of a securities investment trust fund of the preceding business day shall be announced each day by the securities investment trust enterprise. For beneficiary certificates issued overseas, the net asset value of each beneficiary unit of such a securities investment trust fund may be announced once a week.
Article 15     The securities investment trust enterprise shall, in accordance with the percentage set up by the SFC, keep a portion of the assets of each securities investment trust fund in the following manner:
  1. Cash.
  2. Deposit at financial institutions.
  3. Short-term bills purchased from bills dealers.
  4. Others as provided by the SFC.
    The total amount of assets of domestically issued securities investment trust funds held in Items 2 through 4 of the preceding Paragraph shall not exceed a maximum percentage to be set by the SFC and be submitted to the Ministry of Finance for approval after consultation with the Central Bank of China.
    The financial institutions referred to in Item 2 of Paragraph 1 shall meet the following criteria:
  1. A bank as prescribed by Article 20 of the Banking Law.
  2. Obtained at least a certain level of rating from a credit rating institution approved by the SFC.
Article 16     The custodian institution shall establish and maintain separate accounts for the securities investment trust funds under its custody.
    Assets of such trust funds shall be kept separate from the property of the custodian institution. The custodian institution shall keep the securities investment trust fund in accordance with these Regulations and the securities investment trust agreement.
Article 17     Institutions in the following cases are prohibited from acting as a custodian institution unless otherwise approved by the SEC:
  1. where the bank's investment in the securities investment trust enterprise reaches 10 percent or more of the issued shares of the enterprise;
  2. where the bank acts as the director or supervisor of the securities investment trust enterprise; or its directors and supervisors act as the directors, supervisors or managers of the securities investment trust enterprise;
  3. where 10 percent or more of the issued shares of the bank is held by the securities investment trust enterprise;
  4. where the securities investment trust enterprise or its representative acts as the director or supervisor of the bank.
  5. where the bank acts as the certifying bank of the securities investment trust fund;
  6. other institutions which the SFC believes are inappropriate to act as the fund custodian institution.
    Where the director or supervisor is a juristic person, the provisions of Item 2 shall apply mutatis mutandis to its representative or person exercising its appointed duties.
    A securities investment trust enterprise shall prescribe and execute the criteria for selecting fund custodian institution.
Article 18     A fund custodian institution shall in accordance with laws and regulations and the securities investment trust agreement, safekeep the assets of the securities investment trust fund using the care of a good administration.
    The directors, supervisors, managers, associated persons and other employees of the fund custodian institution shall not use any information they may learn by reason of their duties to engage in the trading of securities or to disclose such information to third parties.
Article 19     In the event that the custodian institution is unable to continue with its custodian business due to dissolution or revocation of its business license, the securities investment trust enterprise shall negotiate with another custodian institution approved by the SFC to take over the custodian's function.
    Where the securities investment enterprise is unable to act in accordance with the provisions in the preceding Paragraph, the SFC may negotiate with another custodian institution to take over such function. The securities investment trust agreement shall be terminated in case no other custodian institution is willing to be appointed to take over the said function.
    If it appears evident that a securities investment trust fund is not receiving sound custodian services from the custodian institution, the SFC may, by order, transfer the securities investment trust fund to another custodian institution for custody.
    The takeovers or transfers referred to in the preceding three Paragraphs shall be announced in public by the securities investment trust enterprise.
Article 20     Where the securities investment trust agreement gives the beneficiary the right to redeem his beneficiary certificate, the beneficiary shall be entitled to request in writing or by means of electronic data the securities investment trust enterprise redeem his beneficiary certificate.
    The redemption price of the beneficiary certificate shall be determined at the net asset value available on the next trading day following the date on which the securities investment trust enterprise or its agent receives the written redemption request or the electronic data, provided, however, that in case the amount of the proceeds of redemption payable to the beneficiary exceeds the assets retainable in accordance with the percentage specified in Article 15, the calculation of redemption price may be specified in a separate securities investment trust agreement.
    Procedures for redemption of Exchange Traded Funds may be carried out according to the provisions of a Securities Investment Trust Agreement and not be subject to the restrictions of the two preceding paragraphs.
Article 21     For a domestically issued securities investment trust fund which invests in domestic securities, the securities investment trust enterprise shall effect the payment of the price of redeemed beneficiary certificates within five business days after receiving the redemption request from the beneficiary.
    For partial redemption of the beneficiary shares comprised in a beneficiary certificate, the securities investment trust enterprise shall, in addition to making payment of redemption price in accordance with the time limit specified in the preceding Paragraph, effect issuance of replacement beneficiary certificate within 7 business days following the date of receipt of redemption request from the beneficiary.
    Where the offering and issuance of a securities investment trust fund by a securities investment trust enterprise is any of the following, and the beneficiary requests redemption of the beneficiary certificate, the securities investment trust enterprise shall deliver the redemption price in accordance with the securities investment trust agreement:
  1. A securities investment trust fund issued domestically for investment in foreign securities;
  2. A securities investment trust fund issued overseas for investment in domestic securities;
  3. An Index-Traded Fund;
  4. A Basket Fund.
Article 22     No requests for redemption made by the beneficiary in accordance with the securities investment trust agreement shall be refused by the securities investment trust enterprise and payment of redemption price shall not be delayed except in any of the following circumstances approved by the SFC:
  1. when stock exchanges, OTC exchanges, or foreign exchange markets are closed other than for ordinary holidays;
  2. in case of a breakdown of the means of communication normally used;
  3. where exchange and trading are restricted;
  4. other special events preventing the acceptance of redemption request or payment of redemption price.
Article 23     The fiscal year of the securities investment trust fund shall begin on the first day of January and end on the 31st day of December of each calendar year.
Article 24     In using each securities investment trust fund, the securities investment trust enterprise shall establish a fund accounting system in accordance with SFC regulations. It shall also prepare an annual report within two months after the close of each fiscal year and a monthly report within 10 days after the end of each calendar month, for submission to the SFC.
    The annual report referred to in the preceding Paragraph shall be audited and certified by a registered accountant approved by the SFC and countersigned by the custodian institution prior to announcement. The annual report and monthly report referred to in the preceding Paragraph shall be sent to the SFC through the Securities Investment Trust Association for inspection.
Article 25     Any distributable investment profit derived from the investment of securities investment trust fund shall be distributed within six months after the close of each fiscal year, and such distribution date shall be clearly specified in the securities investment trust agreement.
Article 26     Beneficiary certificates may be issued either in registered or in bearer form.
    A bearer beneficiary certificate may be converted into a registered beneficiary certificate at the request of its beneficiary.
    The securities investment trust enterprise shall effect such a conversion within 30 days from the receipt of the request referred to in the preceding Paragraph, and shall reissue a new beneficiary certificates to the relevant beneficiaries.
Article 27     Beneficiary certificates shall be freely transferable.
    A bearer beneficiary certificate shall be transferable by delivery of the relevant certificate. A registered beneficiary certificate shall be transferable by endorsement and delivery by the original beneficiary.
    With respect to the transfer of registered beneficiary certificates referred to in the preceding Paragraph, no transfer of a registered beneficiary certificate shall be asserted as a defence against such enterprise unless the name or title of the transferee has been recorded in the certificate and unless the name or title, and domicile or residency of the transferee have also been entered in the beneficiaries' register of the securities investment trust enterprise.
Article 28     A securities investment trust enterprise issuing beneficiary certificates may produce physical certificates for delivery or may effect delivery through book-entry transfer.
    Where issuance of beneficiary certificates is effected through the book-entry transfer referred to in the preceding paragraph, physical certificates need not be produced, and delivery shall be carried out in accordance the Regulations Governing Book-Entry Operations for Centrally Deposited Securities and applicable regulations governing centralized securities depository enterprises.
    Beneficiary certificates shall be issued by the securities investment trust enterprise in the form and containing the details approved by the SFC and shall be signed by the custodian institution prior to the issue thereof.
    The issuance of physical beneficiary certificates shall be certified. The certification provisions governing the issuance of stocks by public companies and corporate bonds shall apply mutatis mutandis to the certification of the issue of beneficiary certificates.
Article 29     The beneficiary certificate shall be serially numbered and contain the following particulars:
  1. the name of the securities investment trust fund; the total number of units of beneficiary interest; the date of issue and the intent as to whether additional issues are permissible;
  2. the name and address of the securities investment trust enterprise and the custodian institution;
  3. the number of units of beneficiary interests contained in this beneficiary certificate;
  4. the amount of and charges for purchase of each beneficiary unit;
  5. the procedure, time and place at which the beneficiary may request for redemption and the method of calculation of redemption charges; and the time and method for payment of redemption price by the securities investment trust enterprise;
  6. the method of calculation and announcement of the net asset value of the beneficiary unit;
  7. the method of calculation and payment and the schedule for payment of remuneration receivable by the securities investment trust enterprise and the custodian institution;
  8. in the case of a registered beneficiary certificate, the name of the beneficiary;
  9. other details as required by the SEC.
Article 30     The effective term of a securities investment trust fund shall be specified in the securities investment trust agreement.
    The grounds for termination of a securities investment trust fund shall be those specified in the securities investment trust agreement unless otherwise provided in laws and regulations provided, however, that the SFC may, by order, terminate the securities investment trust fund if such termination is advisable for the benefit of public interest or the beneficiaries as a whole.
    A securities investment trust fund may be merged with another securities investment trust fund in accordance with the methods for merger prescribed by this Commission. The merged fund may be exempted from liquidation.
    Standards, procedures, and guidelines for matters relating to mergers of securities investment trust funds as referred to in the proceeding paragraph shall be prescribed by this Commission.
Article 31     Upon expiration or termination of the securities investment trust fund, liquidation of the assets of the fund shall be effected within three months from the date the SFC approves of the liquidation. Any assets balance after the liquidation shall be distributed pro rata among the beneficiaries in accordance with the number of beneficiary units held.
    The securities investment trust enterprise shall report the manner of liquidation and the distribution method referred to in the preceding Paragraph to the SFC and publicly announce and notify the beneficiaries. Further, within two months of the end of the liquidation procedures, it shall report the results to the SFC and notidy the beneficiaries.
Article 32     Any amendment or termination of the securities investment trust agreement shall be approved by the SFC with the contents thereof to be publicly announced immediately upon approval.
    The SFC may, if deemed necessary for the benefit of public interest or the beneficiaries as a whole, order the securities investment trust enterprise to amend the provisions regarding the quorum requirement, voting requirement, and method of resolution for the meeting of beneficiaries as provided in the securities investment trust agreement.
Article 33     Securities investment trust enterprises and fund custodian institutions shall place the securities investment trust fund prospectus, sales-related documents, the securities investment trust agreement, and the most recent financial report at their place of business and their agent's place of business to be available for reading. Securities investment trust funds offered in a foreign country shall at the same time provide a foreign language translation.
    Securities investment trust enterprises shall, according to the investor's requests, provide a copy of the securities investment trust agreement and may charge a fee at cost for the said copy of the securities investment trust agreement.
    The prospectus and sales-related documents referred to in Paragraph 1 and advertisements selling beneficiary certificates may not contain any false statements, omissions, or any other misleading information.
Article 34     The SFC may, at any time, order fund custodian institutions and affiliated parties to provide reports or information on securities investment trust fund safekeeping and may inspect account documents related to the securities investment trust fund.
Article 35     Violators of these Regulations will be punished according to the relevant regulations under the Securities and Exchange Law.
Article 36     These Regulations shall go into effect on the date of promulgation.