PROTOCOL ON INFORMATION SHARING AND COOPERATION

TAIWAN AUSTRALIA





SECURITIES AND FUTURES AUSTRALIAN SECURITIES AND
COMMISSION OF TAIWAN INVESTMENTS COMMISSION

Protocol on Information Sharing and Cooperation
THE SECURITIES AND FUTURES COMMISSION OF TAIWAN AND THE AUSTRAL-
IAN SECURITIES AND INVESTMENTS COMMISSION

RECOGNISING, in the light of the increasing international activ-
ity in securities markets, the need for mutual co-operation and
consultation in order to enhance investor protection, promote
the integrity of financial markets, and facilitate the performa-
nce of their respective functions and powers;

CONSIDERING the importance of ensuring compliance with, and enf-
orcement of the laws and regulations governing securities, which
are applicable in Taiwan and Australia; and

WILLING therefore to establish the fullest mutual assistance by
providing a framework for co-operation, including channels for
communication, increased mutual understanding, the exchange of
information and investigative assistance permitted by the laws
and practices of Taiwan and Australia;

RESOLVE:

To enter into the following understanding:

1.Definitions
For the purpose of this Protocol on Information Sharing and
Cooperation:

uthority' means:

(a) the Securities and Futures Commission of Taiwan; or
(b) the Australian Securities and Investments Commission.

The Securities and Futures Commission of Taiwan is the nati-
onal securities regulator and is established under the Orga-
nizational Statute of the Securities and Futures Commission,
Ministry of Finance. The Securities and Futures Commission
of Taiwan is responsible for regulation and supervision of
issuance and trading of securities and futures markets. The
Securities and Futures Commission of Taiwan ﹁ ability to
exercise powers to obtain evidence on behalf of overseas se-
curities commissions or similar bodies is governed by the
Securities and Exchange Law, the Futures Trading Law and the
Organizational Statute of the Securities and Futures Commis-
sion, Ministry of Finance.

The Australian Securities and Investments Commission is the
national corporate and securities regulator established und-
er section 7 of the Australian Securities and Investments
Commission Act 2001. The Australian Securities and Investme-
nts Commission is responsible for the administration and en-
forcement of the Corporations Act 2001 and the Australian
Securities and Investments Commission Act 2001, which provi-
de for the regulation of corporations, securities and futur-
es markets and intermediaries, and investor protection in
relation to financial services and products. The Australian
Securities and Investments Commission's ability to exercise
coercive powers on behalf of foreign regulators is governed
by the Mutual Assistance in Business Regulation Act 1992.

"investor" means a person who has, holds or places an order to
obtain an interest in securities;

"issuer" means a person who issues, proposes to issue or promot-
es any security;

"laws and regulations" means provisions of the laws and regulat-
ions or any rule or policy applicable in Taiwan and Australia;

"person" means a natural person, legal entity, partnership or
unincorporated association;

"requested Authority" means an Authority to whom a request is
made under this Protocol on Information Sharing and Cooperation;

"requesting Authority" means an Authority making a request under
this Protocol on Information Sharing and Cooperation;

"securities" means:

(i) any share, stock, bond, debenture, interest in a collective
investment scheme or any instrument similar to shares, stoc-
ks, bonds, debentures, interest in a collective investment
scheme;

(ii) any contract or right giving the right to subscribe, buy,
sell or acquire by conversion any instrument mentioned in (
i) above;

(iii) any exchange contract, futures contract, options contract,
or any financial instrument based on instruments mentioned
in (i) above, except any financial derivative contract tr-
aded over-the-counter in banks or similar financial insti-
tutions;

(iv) any index contract based on instruments mentioned in (i)
above; or

(v) any exchange contract, commodities futures contract or any
commodity futures option contract;

"securities professionals" means:

(a) any person who engages in the business of:

(i) purchasing, selling, transferring, clearing or settling
securities;

(ii) receiving and keeping securities on deposit;

(iii) collecting, executing or transmitting orders given by
investors concerning the purchase or sale of securities
;

(iv) engaging on the basis of principal or agent, in the mana-
gement of individual or collective securities portfolios
or accounts;

(v) advising on these matters; and

(b) any person who is associated with another person who perf-
orms any functions listed in subparagraph (a) including,
without limitation, an employee or authorised representat-
ive.

2.General Principles

2.1 The purpose of this Protocol on Information Sharing and Coo-
peration is to establish within the limits provided by the
law a framework for mutual assistance between the Authoriti-
es in order to protect investors, promote the integrity of
financial markets, facilitate the performance of the Author-
ities' functions, and ensure compliance with the laws and
regulations governing securities, which are applicable in
Taiwan and Australia.

2.2 To the extent permitted by the laws and practices of Taiwan
and Australia, the Authorities will use reasonable efforts
to provide each other with any information, documents or
evidence that are discovered which gives rise to a suspicion
of a breach, or anticipated breach, of the rules or laws of
the other Authority﹁ jurisdiction.

2.3 The Authorities intend to ensure that the fullest mutual as-
sistance is provided within the terms of the Protocol on In-
formation Sharing and Cooperation.

2.4 The Protocol on Information Sharing and Cooperation does not
:

(a) modify or supersede any laws or regulations applicable
in Taiwan or Australia;

(b) affect the ability of the Authorities to exchange non-
confidential information;

(c) create a binding obligation under international law;

(d) create any enforceable rights;

(e) affect any other Agreements entered into by the Authori-
ties.

3.Scope of Assistance

3.1 Mutual assistance will be provided in the following areas:

(a) insider trading, market manipulation and other fraudule-
nt and manipulative practices in relation to securities;

(b) enforcement of the laws and regulations relating to sec-
urities business;

(c) ensuring that participants in securities business promo-
te high standards of fair dealing and integrity in their
conduct of that business;

(d) rights of investors to obtain timely and accurate infor-
mation about securities, and disclosure of interests in
securities of issuers;

(e) the duties of issuers of and offerors for securities to
make full and fair disclosure of information material to
investors.

3.2 Assistance available under this Protocol on Information Sha-
ring and Cooperation includes:

(a) providing information from files of the requested Autho-
rity;
(b) obtaining evidence and documents from persons; and
(c) taking statements from persons.

4.Requests for Assistance

4.1 Requests for assistance must be made in writing and address-
ed to the requested Authority﹁ contact officer listed in
Appendix A.

4.2 To facilitate assistance, the requesting Authority should
specify:

(a) a description in general terms of the subject matter of
the request and of the facts of the matter including:
(i) the conduct under investigation;
(ii) any periods of time to which the request relates; and
(iii) the names, and last known addresses, of individuals
or companies referred to in the request;

(b) the assistance sought, such as (where possible) any par-
ticulars which will assist the requested Authority in
complying with the request, including specific questions
to be asked of witnesses, or a list of documents sought;

(c) the purpose for which assistance is sought;

(d) a copy of the laws or regulations which may have been
violated, and a statement of the way in which the facts
give rise to a belief or suspicion that the laws or reg-
ulation may have been violated;

(e) a statement as to whether the requesting Authority has
sought, or could conveniently seek, from another source
the information, evidence or documents to which the req-
uest relates;

(f) the purpose for which the information, evidence or docu-
ments is to be used or may at any future time be used;

(g) the desired time period and means for the reply and, wh-
ere appropriate, the urgency of the request;

(h) any other matters specified by the laws and regulations
in the jurisdiction of the requested Authority.

4.3 Any document or other material provided in response to a re-
quest under the Protocol on Information Sharing and Coopera-
tion and any copies thereof must be returned on request, to
the extent permitted by law.

4.4 The Protocol on Information Sharing and Cooperation does not
affect the ability of the Authorities to obtain information
from persons on a voluntary basis, provided that any existi-
ng procedures in an Authority's jurisdiction for the provis-
ion of such information are observed.

5 Execution of Requests

5.1 Each request will be assessed by the requested Authority to
determine whether assistance can be provided under the terms
of the Protocol on Information Sharing and Cooperation. If a
request cannot be accepted completely, the requested Author-
ity will consider whether any other assistance can be given
(for instance, through channels for mutual assistance in cr-
iminal matters).

5.2 In deciding whether to accept or decline a request the requ-
ested Authority will take into account whether:

(a) executing the request would violate legal requirements
in the jurisdiction of the requested Authority;

(b) the request involves an assertion of jurisdiction not
recognised by the requested Authority;

(c) it would be contrary to the public interest to give the
assistance sought; and

(d) the information or assistance would be more readily obt-
ained through other channels.

6 Permissible Use of Information

6.1 Unless otherwise agreed to by the requested Authority the
information supplied will be used solely for the purpose of:
(a) securing compliance with, or enforcing, the rule or law
specified in the request by initiating or assisting in
criminal prosecution arising out the breach or suspected
breach of such law;
(b) conducting or assisting in civil or administrative proc-
eedings, including proceedings which arise out of any
actual, suspected or anticipated breach of the rule or
law specified in the request, and brought by the Author-
ities or other law enforcement or regulatory agencies
within the jurisdictions of Taiwan or Australia; or

(c) taking regulatory action or imposing regulatory require-
ments within the areas set out above.

7 Confidentiality

7.1 Each Authority shall keep confidential, to the extent permi-
tted by law, requests or communications of information, made
within the framework of this Protocol on Information Sharing
and Cooperation, the contents of such requests, and any oth-
er matters arising during the implementation of this Protoc-
ol on Information Sharing and Cooperation, including consul-
tations between the Authorities.

7.2 In all cases, the requesting Authority shall keep confident-
ial, to the extent permitted by law, any information receiv-
ed pursuant to this Protocol on Information Sharing and Coo-
peration to the same extent as such information would be ke-
pt confidential by the Authority which has furnished the in-
formation.

7.3 If a requesting Authority becomes aware that information,
statements, evidence or documents provided under the Protoc-
ol on Information Sharing and Cooperation may be subject to
a legally enforceable demand to disclose, the requesting Au-
thority will, to the extent permitted by law, inform the re-
quested Authority of the demand.

7.4 Unless the request provides otherwise, the confidentiality
provisions of the Protocol on Information Sharing and Coope-
ration shall not prevent the Authorities from informing ano-
ther law enforcement or regulatory agency within the jurisd-
ictions of Taiwan or Australia of the request or the passing
of information or of the information received pursuant to a
request to such agencies, provided that:

(a) the agency is responsible for prosecuting, regulating or
enforcing rules or laws falling within the areas set out
in clause 3;

(b) that the purpose of passing that information to the age-
ncy falls within the areas set out in clause 6;

(c) the information is provided on the understanding that it
may not be used or disclosed by the agency except for
that purpose; and

(d) the requesting Authority has provided an undertaking in
relation to the information requested, if required by
the law of the requested Authority﹁ jurisdiction, in
such terms as the law requires.

8 Consultation and Disputes

8.1 The Authorities may consult informally, at any time, about a
request or proposed request.

8.2 The Authorities may consult and review this Protocol on Inf-
ormation Sharing and Cooperation with the aim of improving
its operation and resolving any disputes which arise.

8.3 The Authorities will consult in the event of any dispute ov-
er the meaning of any term used in this Protocol on Informa-
tion Sharing and Cooperation.

9 Amendments to the Protocol on Information Sharing and Coopera-
tion

9 The Authorities may consult and may revise the terms of the
Protocol on Information Sharing and Cooperation upon mutual
agreement.

10 Termination

10.1 The Protocol on Information Sharing and Cooperation shall
continue to have effect until terminated by any one of the
Authorities by giving 30 days written notice to the other
Authority of its termination.

10.2 If an Authority gives notice that this Protocol on Informa-
tion Sharing and Cooperation is to be terminated, the Prot-
ocol on Information Sharing and Cooperation will continue
to have effect with respect to any requests for assistance
made before the date of notification.

11 Contact Officers

11 All communications between the Authorities should be between
the contact officers listed in Appendix A, unless otherwise
agreed.

12 Entry into Effect

12 This Protocol on Information Sharing and Cooperation will be
effective from the date of its signature by the Securities
and Futures Commission of Taiwan and the Australian Securiti-
es and Investments Commission.

Signed, on the 20th day of May (or new date), 2003, in duplica-
te, in English.



_______________________ _________________________
Ding, Kung-Wha David Knott
Chairman Chairman
Securities and Futures Australian Securities and
Commission of Taiwan Investments Commission


APPENDIX A

The requested Authority﹁ contact officer for the purposes of
making requests under this Protocol on Information Sharing and
Cooperation

Securities and Futures Commission of Taiwan

Mr. Tien-wei Lou
Director
Division of International Affairs
85, Sec. 1
Hsin-Sheng South Road,
106 Taipei, Taiwan

Telephone: + 886 2 8773 4196
Facsimile: +886 2 8773 4146
Email: tien-wei @sfc.gov.tw

Australian Securities and Investments Commission

Mr. Mark McGinness
Manager
Office of International Relations
National Office Sydney
Level 24
1 Martin Place
Sydney 2001

Tel: + 61 2 9911 2050
Fax: + 61 2 9911 2634
Email: mark.mcginness@asic.gov.au