Chapter 3 Operations
Article 19
A SITE shall operate in accordance with the Trust and Consulting Act, orders issued under that Act, and contractual stipulations; it shall act with the care of a good custodian and exercise its fiduciary duty based on principles of good faith and credit.
Except where law or regulation provide otherwise, a SITE as referred to in the preceding paragraph may not engage in the following conduct:
1. Divulging information gained in the course of business to others or using it to engage in trading activities involving the buying and selling of securities or related products.
2. When using securities investment trust funds to trade in securities or related products, engaging in buying or selling for its own benefit or the benefit of others, or using funds consigned for investment in cross-trading.
3. Engaging in false or deceptive acts or other conduct that would cause misplaced trust.
4. When using securities investment trust funds to trade in securities or related products, failing to credit to the fund assets any processing fees returned or other benefits paid by securities firms, futures firms or other trading counterparts.
5. Stipulating or providing specific benefits or considerations or bearing losses in order to promote the sale of beneficial interest certificates.
6. Collecting monetary or other benefits in return for the transfer of shareholder proxy forms or the exercise of voting rights associated with shares held by a securities investment trust fund.
7. When using securities investment trust funds to trade in securities or related products, attempting to raise or depress the trading price of a particular security on the securities trading market, or engaging in other conduct damaging to the rights and interests of securities investment trust funds investors.
8. When using securities investment trust funds to trade in securities or related products, changing an already-completed consigned trade made on a securities investment trust fund account to a trade on one's own account, another's account, or a discretionary trading account, or changing it from a trade made on one's own account, another's account, or a discretionary trading account to one made on a trust fund account.
9. Recommending trading of a particular security in a public forum or the media, or making judgments about or forecasts of the future price of a particular security.
10. Using non-professional personnel to solicit clients, or paying unreasonable commissions.
11. Engaging in business at a non-registered place of business.
12. Engaging in other conduct prejudicial to the rights and interests of beneficiaries, clients, or SITE operators.
Except where other laws or FSC regulations so provide, a SITE as referred to in paragraph 1 shall maintain the confidentiality of client and beneficiary information, their trading histories, and other related information.
A SITE shall adopt and implement rules governing the administration of internal personnel in accordance with SITCA regulations.
Article 20
After approval and issuance of a business license to a SITE, the SITE shall apply to publicly offer a securities investment trust fund within 1 month. The fund shall be publicly offered in accordance with the Regulations Governing the Public Offering of Securities Investment Trust Funds by Securities Investment Trust Enterprises.
Where a SITE has failed to apply for or publicly offer a fund in accordance with the provisions of the preceding paragraph, its business approval will be voided and it will be notified to surrender its business license within a prescribed period. The license will be cancelled by FSC announcement if the SITE fails to surrender the business license within the given period.
Where an enterprise other than a trust enterprise concurrently operates securities investment trust business but has failed to apply for (or give notification of) the public offering of a securities investment trust fund within a 2-year period after FSC approval and registration, its approval for operation of securities investment trust fund business will be voided.
Where a securities investment consulting enterprise ("SICE") concurrently operates securities investment trust business with the FSC's permission, but has not applied for, publicly offered and established a securities investment trust fund pursuant to Article 7 of the Regulations Governing the Public Offering of Securities Investment Trust Funds by Securities Investment Trust Enterprises within 2 years after its new business license was issued, its permission for concurrent business operations shall be revoked.
A SITE, or a securities investment trust business concurrently operated by another enterprise, that fails to publicly offer and establish a securities investment trust fund pursuant to paragraph 1, 3, or 4 herein may not privately place a securities investment trust fund.
Article 21
A SITE shall provide for reference, at the SITE's and the fund distributor's respective places of business, the prospectus for a given trust fund, relevant marketing documents, securities investment trust fund contracts, and CPA audited and attested or CPA reviewed financial reports for the most recent period for the SITE itself and for the fund.
The prospectus and the CPA audited and attested or CPA reviewed financial reports for the most recent period referred to in the preceding paragraph shall also be uploaded to an information disclosure website designated by the FSC. This requirement shall not apply to a trust enterprise or a futures trust enterprise concurrently operating securities investment trust business that has already announced the CPA audited and attested or CPA reviewed financial reports for the enterprise for the most recent period on the website of the Trust Enterprise Association pursuant to Article 39 of the Trust Enterprise Act or Article 29 of the Regulations Governing Futures Trust Enterprises.
Article 22
A securities investment trust enterprise may not engage in the following types of conduct in advertising, public information meetings, or other promotional activities:
1. Using the fact of a securities investment trust fund having received FSC approval or registration by notification as verification of any matter connected with application or in publicity guaranteeing the value of beneficial interest certificates.
2. Conduct inducing mistaken confidence that the security of investment capital or profitability can be guaranteed.
3. Offering gifts or other benefits as an inducement to purchase beneficial interest certificates, provided that this restriction shall not apply where otherwise provided by the FSC.
4. Exaggerated publicity about past performance or advertising attacking industry competitors.
5. False or deceptive conduct, or conduct that otherwise results in misplaced trust.
6. Advance advertising or promotional activities for a securities investment trust fund not yet approved by the FSC or registered by notification.
7. Dissemination of information that contravenes laws or regulations, the securities investment trust contract, or information contained in the prospectus.
8. Making forecasts of a securities investment trust fund's investment performance.
9. Promotion of a securities investment trust fund that involves speculation on future New Taiwan Dollar exchange rate trends.
10. Other conduct prejudicial to the rights and interests of the enterprise or beneficiaries.
A SITE shall report any advertising, public information meeting, or other promotional activity for a fund undertaken by the SITE or a seller of the SITE's funds to the SITCA within 10 days of its occurrence. Where the SITCA discovers conduct prohibited by any subparagraph of paragraph 1, it shall file a letter of report with the FSC prior to month's end in which it details the instances of such conduct.
When a seller of a SITE fund violates any provision of the preceding two paragraphs in its advertising, public information meetings, or other promotional activities for a fund, the SITE and the seller of its funds shall bear liability for the violation in accordance with relevant laws and regulations.
Article 22-1
A SITE must fully understand and assess each customer's investment knowledge, investment experience, financial condition, and degree of risk tolerance.
For an customer making a first-time subscription, the SITE and the seller of its funds shall require the customer to furnish identification documents or incorporation documentation and to fill out basic identifying information.
The SITE and a seller of its funds shall handle matters relating to subscription and redemption of funds in accordance with the securities investment trust contract, the prospectus, and the SITCA's Operating Procedures for the Public Offering, Issuance, and Sale of Securities Investment Trust Funds and Their Subscription and Redemption. For fund transactions that are above a specified amount or suspected of being money-laundering transactions, complete and accurate transaction records and documentation on subscription, redemption, or conversion shall be retained, and the provisions of the Money Laundering Control Act shall be implemented.
When the SITE pays a redemption price to a beneficiary whose trading activity conforms to the standards, for a given fund, for identification of short-term trades, the SITE shall deduct the fund's short-term redemption fee from that price in accordance with the provisions of the prospectus. The redemption fee shall be reallocated as a part of fund assets.
The SITE's internal control system shall include operating principles regarding know-your-customer programs, the conduct of fund sales, prevention of short-term trading, control of money laundering, and principles to be observed in accordance with relevant laws and regulations.
Article 23
Except where otherwise provided by law or regulation, a SITE exercising voting rights associated with shares it holds in a securities investment trust fund shall do so through representatives appointed from among SITE personnel.
A SITE exercising the voting rights referred to in the preceding paragraph shall do so in the best interest of beneficial interest certificate holders, and may not directly or indirectly participate in the management of the company issuing the shares it holds or in other inappropriate arrangements.
Before attending a shareholders' meeting of an issuing company whose shares are held in a SITE fund, the SITE shall prepare a description of the assessments and analyses forming the basis for its voting.
A SITE shall register and keep under its administration notices of shareholders' meetings and certificates of attendance from the issuing companies whose shares its funds hold; the SITE shall also keep written records, in sequentially numbered files preserved for a period of no less than 5 years, of the assessments and analyses, decisions taken, and results of voting in connection with each exercise of its voting rights.
A SITE attending a beneficiaries' meeting of a fund held by one of its securities investment trust funds shall exercise its voting rights in the greatest interests of that securities investment trust fund's beneficiaries; the provisions of the preceding two paragraphs shall apply mutatis mutandis.
Article 24
When a SITE is unable to continue securities investment trust fund business due to dissolution, suspension or termination of business, or cancellation or voiding of its business approval, it shall seek another SITE to succeed to that business, subject to the approval of the FSC.
When a SITE is unable to find a successor in accordance with the preceding paragraph, another SITE will be designated as successor by the FSC; the designated successor may not refuse except when it reports to and receives approval from the FSC based on a legitimate reason.
Given obvious mismanagement of a securities investment trust fund by a SITE, the FSC may order the fund transferred to the management of another, FSC-designated SITE.
Public announcement of the succession or transfer referred to in the preceding three paragraphs shall be made by the successor SITE.
Prior to a designation or order made by the FSC pursuant to paragraphs 2 and 3 above, the SITCA may seek a successor through coordination with other SITEs in accordance with Article 88, paragraph 1, subparagraph 5 of the Trust and Consulting Act.