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Laws & Regulations Database of The Republic of China (Taiwan)

Print Time:2024/11/01 08:12
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Chapter Law Content

Chapter II Procedure for purchase by the public of privately held shares of terrestrial television enterprises
Article 4
The supervisory agency shall negotiate with shareholding government agencies, enterprises or institutions in which the government has invested, and the supervisory agency having oversight for legal persons established with government funding, and draft a plan for the divestiture of shares to the Executive Yuan. It shall do the same for revisions.
Shareholding government agencies, enterprises or institutions in which the government has invested, and legal persons established with government funding shall divest themselves of shares in accordance with the plan approved by the Executive Yuan.
Programming produced and broadcast by privately held terrestrial television enterprises prior to the enactment of the Radio & Television Act are to be treated as cultural assets. Regulations concerning their preservation and use, and the intellectual property rights thereof, are to be determined by the supervisory agency.
Article 5
“Divestment plans” as referred to in the previous article includes the following:
1. Shareholding government agencies, enterprises or institutions in which the government has invested, and legal persons established with government funding;
2. Name of shares held and number of shares;
3. Total number of shares to be divested and an explanation of how unallocated dividends are to be disposed of;
4. Schedule for divesting shares; where shares are to be released in blocks, the number of shares to be released each time;
5. Broker name and terms of agreement;
6. Estimated price and calculation method;
7. For government agencies: a plan for the sale of shares to the general public, and the percentage of shares to be held for priority purchase by terrestrial television enterprise employees;
8. Others.
Article 6
Shares addressed in Paragraph 7 of the preceding Article shall be capped at 10 percent of the total, while the discount on shares shall be no more than 10 percent.
Employees of terrestrial television stations purchasing reduced-price shares are not to sell or pledge them for a period of two years.
Article 7
The Executive Yuan shall, within 20 days of this Act’s enactment, establish a stock transfer task force (henceforth “the task force”).
The task force shall comprise 17 persons, of which one, the Vice Premier of the Republic of China, shall serve as convener. Other members shall include:
a) 11 experts, recommended by political parties/groups, coming from the television, legal, accounting, finance, or securities fields
b) One representative each from the Ministry of Finance, the Ministry of Transportation and Communications, the Labor Affairs Council, and the Government Information Office.
c) One representative from a private terrestrial television enterprise workers’ union.
Where political parties, organizations, and unions do not recommend or select a representative within 10 days of this Act’s promulgation, the Executive Yuan will do so within three days. While meeting, the committee shall request the attendance of representatives of government agencies, enterprises or institutions in which the government has invested, and legal persons established with government funding holding shares in terrestrial television enterprises, and other experts.
The review committee shall, in handling the divestment of shares, require of terrestrial television enterprises the following documents:
1. A financial report and related information signed off on by an accountant;
2. The firm’s business plan and current situation;
3. The firms’ schedule of assets and audit report;
4. List and number of employees;
5. Distribution and management of employee retirement fund;
6. Key legal/tax events that have to be disclosure;
7. Other documents as directed.
Review committee members shall execute their commission in a spirit of fairness and justice and shall show no bias. Members shall recuse themselves where the following situations arise. Where members who ought to recuse themselves do not, the convener shall order the member to be recused.
1. Where items being reviewed involve members, members’ spouses, relations to the third degree of kinship by blood or by marriage, or are part of a member’s household.
2. Where there is concrete evidence of favoritism.
Article 8
Excepting where otherwise noted in this Act, a quorum of two-thirds of all members shall be required. A two-thirds vote by members present shall be necessary for decisions to be adopted.
For important matters regarding the divestiture of shares, a quorum of three-quarters of all members shall be required. Where three-quarters of members present agree, the Executive Yuan shall order that government agencies, enterprises or institutions in which the government has invested, and legal persons established with government funding holding shares in terrestrial television enterprises stop executing their divestiture plans.
Article 9
Employees of terrestrial television enterprises shall, within 30 days of share divestiture, inform their employer whether or not they will remain in their current capacity. Those who do not do so by the deadline shall be deemed to desire to do so.
Employees electing to leave shall be compensated with the standard amount for severance set in the Labor Standards Act, and shall receive additional compensation depending on total years of service based on the wages they were receiving at the time of share transfer:
1. For employees with less than six years’ service: One month’s wages for each year of service plus one month advance notice. Fractions of a year greater than six months shall be counted as one year; fractions of a year less than six months shall not be counted.
2. For employees with at least six years’ service: Six months’ wages plus one month advance notice.
The original employer shall, in accordance with employees’ years of service and related rights and interests, settle with employees electing to remain within 30 days of share transfer. The provisions of the previous Article shall apply to said settlement. However, the provision for six months’ severance and one month’s advance notice shall not apply. Employees who are laid off within five years of the date of share divestiture shall have their severance handled in accordance with the preceding Article, and paid severance according to their wages at the time of their leaving or at the time of share transfer, whichever is greater.
Those laid off and meeting provisions for retirement shall have their retirement handled in line with relevant regulations. For those employees who quit and meet the provisions of Paragraph 2, or those who are laid off and meet the provisions of the preceding Paragraph, and therefore have lost their labor pension, compensation shall be made to them. Others whose rights and interests are negatively affected shall also be compensated.
Terrestrial television stations that are transferring their shares shall draft regulations concerning compensation and have said regulations approved of by the supervisory agency. Where regulations apply that are more beneficial vis-a-vis employees' rights and interests, these shall take precedence.
Article 10
Where government agencies are divesting themselves of shares they shall, in accordance with budgetary procedures, make a conditional donation of shares and have the enterprises become publicly operated terrestrial television enterprises (henceforth “publicly operated terrestrial television enterprises”).
The supervisory agency is to work with enterprises or institutions in which the government has invested to help them make a conditional donation of terrestrial television enterprise shares to have said enterprises become publicly operated terrestrial television enterprises.
“Conditional” as referred to in the preceding two paragraphs, indicates establishing a dedicated account for the publicly operated terrestrial television station and utilizing all funds received to purchase the shares discussed in Article 16.
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