Focus

Key Listing Regulatory Changes in Q1 2025

Yao-Chin Shih
Senior Associate at TWSE
Chiu-Sheng Juan
Assistant Manager at TWSE

<中文版>

To align with national policy objectives, respond to the rapidly evolving capital market, and enhance the efficiency of listing application, the Taiwan Stock Exchange (TWSE) implemented several amendments to the securities listing regulations in the first quarter of 2025. These updates, which now apply to initial listing applicants and underwriters, are summarized below:

Enhancing Employee Compensation and Ensuring Salary Transparency

To strengthen the improvement of employee compensation and enforce salary transparency of domestic  companies applying for listing on the Main Board or the Taiwan Innovation Board, the applicant should check whether the scope of internal grassroots employees complies with the provisions of paragraph 6, Article 14 of the Securities and Exchange Act (including the interpretation order issued by the competent authority on November 8, 2024, and the contents of the Q&A set) before submitting relevant documents, such as the scope of grassroots employees determined by the applicant’s board of directors, performance of regular evaluations to adjust the scope of grassroots employees, and inclusion of the scope in the internal control system for control purposes.

The applying company should also review the average monthly salary of its grassroots employees from the most recent accounting year. If the amount of this average monthly salary does not reach 1.3 times the basic monthly salary published by the Ministry of Labor for that year, the applying company shall explain the reasons and specific improvement measures to the TWSE in order to enhance the salaries of grassroots employees and ensure they receive reasonable compensation. The company should also disclose this information in its IPO prospectus to facilitate investors’ understanding of the relevant information. The TWSE therefore amended the provisions of Article 6 of the Taiwan Stock Exchange Corporation Procedures for Review of Securities Listings, and Article 9 of the Taiwan Stock Exchange Corporation Rules Governing the Particulars to be Recorded in Prospectuses for Initial Securities Listing Applications. In addition, considering the rigor for listing applications, the TWSE has established a buffer period for the applying company and securities underwriters to implement relevant supporting measures. The above-mentioned amended provisions were implemented on March 31, 2025.

Extension of Listing Deadline for Initial Public Offerings—Up to a Maximum of One Year Under Specific Circumstances

Previously, under TWSE rules, if a company applying for an initial listing failed to complete public trading within three months after the listing contract took effect (as notified by the TWSE), the listing application would be revoked. A one-time extension of up to three additional months could be granted with proper justification—effectively setting the listing deadline at six months following the contract’s effective date.

In the latest amendment, the TWSE has introduced flexibility for companies encountering legal restrictions in their principal country of operation or the jurisdiction of key subsidiaries, or significant political or economic disruptions approved by the competent authority, namely the Financial Supervisory Commission (FSC). Under such specific circumstances, the listing deadline may be extended up to a maximum of one year in accordance with applicable regulations. The relevant amended regulations include paragraph 3, Article 43 of the Operating Rules of the Taiwan Stock Exchange Corporation, and Articles 12, 28-11, and 37 of the Taiwan Stock Exchange Corporation Rules Governing Review of Securities Listings.

Removal of Additional Listing Requirements for the “Information Software Industry”

The TWSE previously imposed additional listing requirements on companies in the “information software industry,” introduced in 1998 to reflect the industry’s rapid development and asset-light business model. These included specific rules on share custody, prospectus content, underwriter due diligence, and evaluation reports, setting stricter standards compared to other industries. Additionally, if such companies were not applying as “technology enterprises,” they were still subject to general profitability criteria.

However, knowledge-intensive, asset-light sectors such as IC design and IP licensing were not subject to these additional rules. To support government initiatives promoting digital transformation and industry development, the TWSE has removed these extra requirements for the information software industry. Amended provisions include Article 10 of the Taiwan Stock Exchange Corporation Rules Governing Review of Securities Listings, Article 3-1 of the Supplementary Provisions to the Taiwan Stock Exchange Corporation Rules Governing Review of Securities Listings, Articles 4, 5, 7, 8, and 9 of the Taiwan Stock Exchange Corporation Rules Governing the Particulars to be Recorded in Prospectuses for Initial Securities Listing Applications, Article 4 of the Taiwan Stock Exchange Corporation Directions Governing the Particulars to be Recorded in the Securities Underwriter’s Assessment Report, and Article 4 of the Taiwan Stock Exchange Corporation Assessment and Auditing Procedures for Securities Underwriter Handling Initial Listing Applications.

Shortened Integrity Review Period for Companies Applying for Domestic Mainboard Listing

Previously, the TWSE assessed whether a domestic listing applicant had violated the principle of integrity over the past five years. This rule, introduced in December 1992, reflected the then-minimum five-year requirement for company establishment prior to listing. However, in 2004, this requirement was reduced to three years to lower barriers to market entry and attract more companies to the capital market.

To align the integrity review with the updated listing eligibility criteria, the TWSE has now shortened the integrity review period to three years for companies applying for domestic mainboard listing. This change helps prevent early-stage issues from delaying the listing process and improves review efficiency to better reflect market needs. The relevant amendments apply to Article 9 of the Taiwan Stock Exchange Corporation Rules Governing Review of Securities Listings and Article 15 of the Supplementary Provisions to the Taiwan Stock Exchange Corporation Rules for Review of Securities Listings.

For detailed information on the amended regulations, please refer to the TWSE’s announcement on February 20, 2025 (link), and the announcement on March 10, 2025 (link), or visit the TWSE’s “Rules & Regulations Directory” (link).

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