TEJ ?????????????? by jtSWSS

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									一、韓國市場概況:
    1.韓國共有二個交易板塊:KSE & KOSDAQ
      (1)KSE:
           成 立 於:1956.03.03
           公司家數:
            截至 2003.12.31,共有 684 家公司上市
            截至 2004.01.31,共有 685 家公司上市
            2003 年度上市家數:17 家 ;下市家數:19 家
           網    址:http://www.kse.or.kr/

      (2)KOSDAQ:
           成立於:1996.05.03;opening on 1997.01.
           公司家數:
             截至 2003.12.31,共有 879 家公司上市
            截至 2004.01.31,共有 890 家公司上市
             2003 年度上市家數:71 家 ;下市家數:34 家
           網     址:http://www.kosdaq.or.kr/

2.原為 5 碼,自 2003.10.06 起,將證券碼增為 6 碼(第一碼補 0)
  普通股:00100 改為 000100 (最後一碼為 0)
  優先股:00105 改為 000105 (最後一碼不為 0)


   3.目前資料庫提供:普通股、優先股、認股權證、信託基金、指數
  截至 2003.12.31:
  普 通 股:1563 檔上市
  優 先 股:186 檔上市
  認股權證:1 檔上市
  信託基金:59 檔上市 (含 ETF)
 指    數:80 檔上市


4.證券面額繁多,但大部份皆為:500、1000、5000、10000


    5.一律為韓圜 (WON)

The Introduction of Trade in Korea Stock Market:
一、There are two major stock traded markets in KOREA:
 (一) KSE:

       Establishment date:1956.03.03
       Number of listing company :Until 2004.12.31,there are 686 listing companies.
There are 26 listing companies and 25 delisting companies in 2004.
There are 20 listing companies and 19 delisting companies in 2003.
       Website:http://km.krx.co.kr/
       Introduction:
The KSE is a dynamic and reliable securities exchange where the cash and derivatives products,
including stocks, bonds, stock index future, stock index options and equity options are traded.
Presently, investors, both the individuals and institutional, from over 60 countries trade the securities
listed on the KSE market through the 50 KSE member firms. In terms of the trading volume and
market capitalization, the KSE is ranked the tenth in the world.
         Listing Requirements:




                                          Option 1                       Option2

                No of shares     At least 1million shares as of application date

                                 At least KRW 5 billion as      At least KRW 3 billion as
                Capital stock    of                             of
                                 application date               application date

                                 At least KRW 10 billion as     At least KRW 7.5 billion as
                  Net worth      of                             of
                                 application date               application date

                                                                Sales amount for the
                                                                latest fiscal
 Quantative                                                     year should be at least
requirement                                                     20% of
                                 At least KRW 30 billion for    the sales amount for the
                                 the                            previous
                                 latest fiscal year and the     fiscal year
                    Sales
                                 average
                   amount                                       At least KRW 15 billion for
                                 for the latest 3 fiscal year
                                 should                         the
                                 be at least KRW 20 billion     latest fiscal year and the
                                                                average
                                                                for the latest 3 fiscal year
                                                                should
                                                                be at least KRW 10 billion
                              One of the followings:
                               At least 30% should be allocated to minority
                               shareholders;
                               At least 30% should be put on public offering; and
                               At least 10% of shares offered through public
                               offering after application for listing eligibility
                               review should be as follows:
                               In case of net worth KRW ≥50 bill ~ ≤100 bill:
                               1 million shares
                               In case of net worth KRW ≥100 bill ~ ≤250
                 Public        bill: 2 million shares
                offering       In case of net worth KRW 250 bill: ≥5 million
                               shares
                               In case where a company lists its stocks both
                               on the KSE and overseas exchanges
                               simultaneously, the shares to be listed on
   Distri                      overseas exchanges should be included in the
   bution                      amount of shares publicy offered. However,
requirement
                               the number of shares publicly offered in Korea
                               should be at least 1 million (based on the par
                               value of KRW 5,000).

                              After filing an application for listing eligibility review, at
                              least 10% should be put on public offering. Of the
                Offering
                              companies registered with KOSDAQ, those have had
              requirement
                              made a public offering as of the application date or has
                              been registered for at least one year.

                 No. of
                              No. of owners of the shares with the voting right should
                minority
                              be at least 1,000.
              shareholders

              Shareholding    At least 70% of the issued shares and the shares with
                of largest    voting right. This requirement is exempted in case
              shareholders,   where the largest shareholder is the government or a
                    etc.      public corporation subject to (§199(2) of SEA)

                              Less than 2.0% of the average of the same industry
                              group or the average of all listed companies, whichever
                              is higher. However, the financial company should not
               Debt ratio     be under the “timely corrective measures” (§10 of Act
  Financial
                              on Structural Improvement of Financial Industry)
requirement
                              ※ Debt ratio of same industry group

                 Profit       Must show operating profits, ordinary profits and net
              requirement     profits
              (determined -Should be one of the            The profit to net worth
              on the basis following:                      ratio for the latest fiscal
             of the least of  Profit to net worth ratio    year should be at least
                operating     for the latest fiscal year   10% or the profit at least
                 profits,     should be at least 5%        KRW 2 billion, and the
                ordinary      and the sum for the          cash flow from operating
               profits and    latest three fiscal years    activities in the latest fiscal
               net profits)   should be at least 10%.      year should be positive
                              Profits for the latest       (+).
                              fiscal year should be at
                              least KRW 2.5 billion
                              and the sum for the
                              latest three fiscal years
                              should be KRW 5
                              billion.
                              In case of net worth
                              larger than KRW 100
                              billion, the profit to net
                              worth ratio for the latest
                              fiscal year should be at
                              least 3% or the profit at
                              least KRW 5 billion, and
                              the cash flow from
                              operating activities in
                              the latest fiscal year
                              should be positive (+).

                           At least 50%(25% for large corporations) according to
                           the balance sheet of the latest fiscal year.
             Reserve Ratio
                           Reserve ratio = [(Net worth - Paid-in Capital) / Paid-in
                           Capital] * 100

                           Have been operating without interruption for at least 3
              No of years  years since establishment. In case where there has
                 since     been merger, split, merger after split or business
             establishment transfer, the duration of actual operating activities is
                           considered.

             Limitation on
                             Rights offering per year should be less than 50% of
                rights
Soundness                    capital stock as of the end of two years ago.
               offering
of company
             Limitation on   Total amount transferred to the revaluation reserve or
                bonus        surplus per year should be less than 50% of capital
               offering      stock as of the end of two years ago, respectively.

                             Unqualified opinion for the latest fiscal year, and
              CPA’s audit    unqualified or qualified opinion for the previous two
               opinion       years. Qualified opinion due to the limit on the scope of
                             audit is exempted.
                                During the one-year prior to the date of listing
                                application, there should not have been changes in the
                 Restriction on holdings of the largest shareholders and those holding
                   change of    at least 1% of shares. The shareholding changes
                 shareholding resulting from the disposal of forfeited stocks following
                                public offering/rights offering, inheritance, merger,
                                replacement of officers, etc. are exempted.

                                       Reliability of business
                                       - Acknowledged independency of business,
                                       continuity of main
                                         business, establishment of solid business
                  Permanence
                                       foundation
                  of business
                                       Management and profit structure
                                       - Growth potential of main business, ability to
                                       maintain recent
                                          profit level, established financial stability

                                       Management composition
                                       - Confirmation that the largest shareholder and
                                       persons with
                                         special relationships with the company will faithfully
                                       perform
                                         their duties as officers of the company,
 Protection
                                       acknowledgement of
of investors
                 Management              independence of auditors
                 transparency          Governance structure
                                       - Establishment of regulations relating to
                                       management such as
                                         an article of incorporation and business
                                       regulations,
                                         establishment of internal regulations,
                                       independence from
                                         business conglomerate

                  Disclosure           Appropriateness of accounting
                     and               Transactions with the largest shareholder, etc
                  protection           Establishment of disclosure system
                      of
                 shareholders’
                   benefits



       De-listing Requirements:
A company will be de-listed when one or more of the following cases occur.
              Report Filing:
                  1. The company has not filed annual reports for 10 days after the legislation date.(90 days after
                      settling term)
                  2. The company continually has not filed semi-annual and qu arterly reports.
              Auditor's opinion:
                  1. Auditor's opinion is “not propriety” or “rejection”.
                  2. Auditor's opinion is 'limited due to audit restriction” for continue two years.
              Stop operating activity:
                   Because of stopping operating activity and have not resumption for six mouths.
      Capital encroachment
         1. From annual reports find that total amount of capital have been encroachment
         2. From annual reports find that capital have been encroachment for 50% continually for two
              years

      Failure to reach share distribution
          1. The number of minority share holders is less than 200 continually for two years.
          2. The minority's holding is less than 10% of the total issued shares continually for two years.
          3. The majority's holding is more than 80% of the total issued shares continually for two years.

      Failure to reach sufficient trade volume
           Fail to reach quarterly mouth average trade volume continually for two quarter.
      Corporate Governance:
          1. In case of failure to satisfy the number of external directors for two consecutive years.
          2. In case of failure to appoint or meet requirement for audit committee for two consecutive years.

      Violate the duty of public announcement
         1. Because of violating the duty of public announcement, after been appointed for management
              events, the company get ten points(black mark) in one year.
         2. 2.Get 30 points in two years.

      Insufficient selling price
          Selling price is less than 5 billion for two consecutive years.
      Insufficient level of the stock price
          The situation because of insufficient level of the stock price, after been appointed for
              management events and between 90 days(trading day), these two conditions have not satisfied.

         1. Stock price is over 20% of par value for ten or more consecutive days.
         2. Stock price is over 20% of par value for thirty or more days.
      Total amount of market price
          The situation because of insufficient level of the stock price, after been appointed for
             management events and between 90 days(trading day), these two conditions have not satisfied.

         1. Market price is over 2.5 billions of normal situation for ten or more consecutive days.
         2. Market price is over 2.5 billions of normal situation for thirty or more days.
      Company bankrupcy
          Company is default to pay back its check and forbidden to trade with any other banks.
      Company restructuring procedure
          Company is filled into restructuring procedure or request for oversea list.
      Others
          Break-up, asking for company transfer.




(二) KOSDAQ:

    Establishment date:1996.05.03;opening on 1997.01

    Number of Listing Company:Until 2004.12.31,there are 891 listing companies.
          There are 52 listing companies and 41 delisting companies in 2004.
          There are 71 listing companies and 35 delisting companies in 2003.

   Website:http://km.krx.co.kr/

   Introduction:

    KOSDAQ stock market was established in 1996 and formed to facilitate corporate
    financing for knowledge-based ventures, high-tech companies and small to medium sized
    enterprises (SMEs). KOSDAQ has been a key catalyst in promoting economic growth in
    Korea in the late 1990s, and played a significant role in Korea’s recovery from the
    economic crisis in 1997. KOSDAQ has worked to provide an investor-friendly environment
    in raising capital for venture businesses, serving as the marketplace for new and diverse
    opportunities. Its simple requirements relative to the Korea Stock Exchange (KSE), along
    with its recognition as the high-tech stock market in Korea, make KOSDAQ the market of
    choice.

   Listing Requirements:

    To qualify for listing on the KOSDAQ Stock Market, companies must identify and meet
    appropriate financial requirements corresponding to at least one of the following
    categories: venture companies (Venture companies as defined in the Small and
    Medium Enterprise Basic Law), non-venture companies, mutual funds, and foreign
    companies.
    [Listing Requirements for Non-Venture Companies and Venture Companies]
                                 Non-Venture Companies              Venture
        Categories
                                 Type 1               Type 2       Companies
     Operating History 3 years                   -              -
     Paid-in Capital     0.5 billion won         -              -
     Equity Capital      -                       10 billion won -
     Total Assets        -                       50 billion won -
                         Positive ordinary
     Profitability                               -              -
                         income
                         no more than 100% no more than
     Debt Ratio          or 150% of industry 100% or industry -
                         average                 average
                         30% or more of total outstanding shares;
     Floating Shares
                         or 10% and 1-5 million shares
     Minority
                         500
     Shareholders
     Auditor's Opinion Either unqualified or qualified
     Transfer of
                         No limit in transferring shares
     Shares
     Par Value           100; 200; 500; 1,000; 2,500; 5,000 won
     Major
     Shareholders'
                         No change within 6 months before listing application
     Ownership
     Percentage
                         Compulsory for companies with more than 100 billion
     Standing Auditor
                         won in total assets
     Audit Committee Beginning in 2001, compulsory for companies
                         with more than 2 trillion won in total assets
                         Beginning in 2001, no less than one independent
    Number of
                         director;
    Independent
                         beginning in 2002, no less than 25% of total board
    Directors
                         members


    [Listing Requirements for Foreign Companies]
        Categories                         General Requirements
                         More than 300,000 units of underlying shares or Korean
     Floating Shares Depositary Receipts (KDR) should be sold via IPO in
                         Korea
     Number of
     Minority            At least 100
     Shareholders
     Transfer of
                         No limitations in transferring shares or KDRs
     Shares
    (Other listing requirements for non-venture companies, including financial standards,
    are also applied to foreign companies)

   De-listing Requirements:

                                    Kosdaq De-Listing Criteria
                           (Last update at July 2004, Kosdaq Committee)
    - This is an English translation from the original Korean text for the users' convenience
    and is not the official Kosdaq Rules. Kosdaq does not guarantee the completeness of
    the contents nor takes responsibility for actions taken by the user based on the
    translation-

    A company will be de-listed with approval from the Kosdaq Committee when one
    or more of the following cases occur.

    Insufficient documentation : Significant omittance and/or errors in documents
    submitted for listing

    Insolvency & Business continuity :

    - bills, checks are dishonored and thus current accounts are suspended by financial
    institutions
    - main business is out of operation for over 3 months after becoming a 'administrative
    issue' or main business is transferred to another party
    - sales records below 3 billion KRW for the past two fiscal years

    Termination of legal identity:

    - Merged or Acquired by another company
    - Enters legal procedures for termination of company

    Lack of liquidity:

    - low monthly trading activity(Investment alert issue) continues for 3 months
    a. for companies with recent fiscal year end shareholders' equity less then 100 bil KRW
    - 1% of total shares issued
    b. for companies with recent fiscal year end shareholders' equity and or over 100 bil
    KRW but less then 250 bil KRW - 0.5% of total shares issued
c. for companies with recent fiscal year end shareholders' equity and or over 250 bil
KRW - 0.3% of total shares issued

Failure to resolve inadequate share distribution within one year :

- the number of minority shareholders is less than 200 or the minority's holding is less
than 20% of the total issued shares. (Excluding cases where more than 300 minority
shareholder's holding is 10% or more of total issued shares, and which is more than 1
million shares)

Erosion of capital :

- Erosion rate of capital at year end is 50% or above for two years
- recent year end 100% capital erosion

Auditor's opinion:

- recent year auditor's opinion 'rejection' or 'limited due to audit restriction'

Disclosure:

- designated as unfaithful issue within 1 year for being designated investment alert
issue due to filing or disclosure violation
- designated 3 times as unfaithful issue in the last 2 years with the exception for
disclosure violations before being designated as investment alert issue

Report Filing:

- In case a company is designated as investment alert issue due to failure to file annual,
semi-annual or quarterly reports or failure to hold general shareholder's meeting or
receive approval on financial statements in general shareholders meeting and also
a. fails to file the same report or
b. fails to hold general shareholder's meeting or receive approval on financial
statements in general shareholders meeting again

Regular disclosure requirements:

- failure to file annual, semi-annual or quarterly reports by legal deadline or
- failure to file annual report within 30 days of legal deadline

Par value vs Stock Price(market):

- in case an issue does not meet both a. and b. within 90 days after being designated
as administrative issue due to low stock price over par value
a. stock price is over 40%('04.July 1 30%->40%) of par value for 10 or more
consecutive days
b. stock price is over 40%('04.July 1 30%->40%) for a total of 30 or more days

Market Capital :

- in case an issue does not meet both a. and b. within 90days(trading days) after being
designated as administrative issue due to low market capital
a. market capital is 1 bil KRW or over for 10 consecutive days
b. market capital is 1 bil KRW or over for a total 30 or more days

Low earnings(starting 2003 annual report):
        - an issue is designated as administrative issue due to a. and b. and in the following
        year a. and b. occurs again
        a. ordinary loss in recent annual report
        b. market capital is below 5 bil KRW for 10 consecutive days or a total of 20 days
        during a 60 trading day period following the legal deadline for annual report submission

        Sales(starting from 2004 annual report):

        - In case an issue is designated as administrative issue due to annual sales volume of
        below 3 bil KRW and the same condition occurs in the following year

        Investor Protection:

        - In case an issue is designated as administrative issue due to significant omittance or
        false documents for listing and
        a. the same incident occurs again within 1 year or
        b. actually sells stocks under lock-up restriction period and does not buy the stocks
        back within 6 months

        Transfer to Korea Stock Exchange:

        - In case an issue is listed on the Korea Stock Exchange

        Restrictions for stock trading :

        - Corporate memorandum restricts or limits trading of issues with the exception of
        issues protected by law or approved by Korea Securities Dealers Association

        Corporate Governance:

        - In case of failure to satisfy the number of external directors for two consecutive years
        or
        - In case of failure to appoint or meet requirement for audit committee for two
        consecutive years

        Others : Violation of related laws or cases where the Korea Securities Dealers
        Association recognizes the need for de-listing




二、Other major thing:


  (一)Company code:

     Korea Simplified Company code is extended from 5 digit to 6 digit from 2003. Oct. 6th(Mon).
     However, regardless local code changing, respective ISINs will be remained unchanged.
     Prefix '0' (zero) will be added into all existing local codes for equities traded on the KSE,
     KOSDAQ and the third market. (Include Preferred Stock)
     For Example:

     Samsung Electronics Common Stocks:05930  005930

     Samsung Electronics Preferred Stocks:05935  005935
  (二)Par value:par value of securities is multiplicity, but most of them are:500, 1000, 5000
  (

  (三) Currency:uniform currency is WON

三、TEJ Company Attribute Database Module

  (一) Coverage:all listing companies (in KSE and KOSDAQ)

  (二) Frequency:update at anytime

  (三) Description:

     Item   Name               Description
      #01   Co_id              Company Code
      #02   Listing in         KSE or KOSDAQ
      #03   Sector             There are 21 sectors and classified according to
                               the Korea Listed Companies Association (KLCA1)
                               industry.
     #04    Company Short Name The company’s short name in KSE or KOSDAQ.
     #05    Co. short Name-TEJ The company’s short name in TEJ. Because
                               some companies’ short names are the same, TEJ
                               adapts a short name.
                               For example:
                               Company full name:
                               002420 —The Century Co., Ltd.
                               006750 — Century Corp.
                               Company short name:
                               002420、006750 — Century
                               Co. short name-TEJ:
                               002420 — The Century
                               006750 — Century
     #06    Company full Name  The company’s full name in KSE or KOSDAQ.
     #07    Co. full Name-FSS  The company’s full name provided by FSS2
                               (Financial Supervisory Service).
                               Sometimes the company name in KSE or
                               KOSDAQ and in FSS is not the same, so we add
                               this field.
                               For example:023410
                               Kosdaq:Yujinco
                               FSS: Eugene Corporation
                               Website of the company: Eugene
     #08    Address            The address of headquarters.
     #09    Telephone no.      The telephone number of headquarters.
     #10    Internet           The company’s website.
     #11    CEO Name           Representative director
     #12    CHIEF              Company’s chief
     #12    PRESIDENT          Company’s president
#13     Accounting Month             The company’s closing date.
#14     Business1                    About the business of the company.
#15     Business2                    About the business of the company.
#16     Business3                    About the business of the company.
#17     Business4                    About the business of the company.
#18     Business5                    About the business of the company.
#19     Employee                     The employee numbers in the company.
#20     Established date             The company’s establishment date
#21     Listing date                 The company’s listing date.
#22     Delisting date               The company’s delisting date.

1.KLCA

      Korea Listed Companies Association (KLCA), a non-profit organization, founded in December 18, 1973 at
 a time when more than 100 companies were stock market listed, currently consists of a number of listed
 companies - issuers of stock certificates registered on Korea Stock Exchange. The Association was founded
 with the approval of the Ministry of Finance (the present Ministry of Finance and Economy, Korea) to contribute
 to the capital market, by promoting security, stability, and protection of corporate welfare, interests and profits,
 in addition to fostering friendship between all listed companies. The transition to a securities related
 organization occurred in April, 1997 as prescribed by the securities and exchange laws.

2.FSS

      The FSS was officially established under the Act on the Establishment of Financial Supervisory
 Organizations on January 2, 1999, as a special corporation with no capital. The FSS was created by integrating
 the four previously existing supervisory bodies - the Banking Supervisory Authority, Securities Supervisory
 Board, Insurance Supervisory Board and Non-bank Supervisory Authority - into a single, consolidated
 organization. The major functions of the FSS include the supervision, examination, investigation of and
 enforcement on financial institutions as well as other matters delegated by the Financial Supervisory
 Commission (FSC) and the Securities and Futures Commission (SFC).

      The FSS is the executive arm of the FSC and the SFC, and currently boasts a total staff of more than
 1,400 persons working in 24 departments and 5 offices, which represents a substantial reduction from the total
 64 departments of the former supervisory bodies. And to maximize the effectiveness of our supervisory role and
 promote integration of supervisory functions and responsibilities, the departments and offices of the FSS are
 divided into five functional areas :

  Consumer Protection
  Authorization and Supervision
 Examination and Enforcement
 Supervision Support
 Administration and General Affairs

								
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