Governance

The company’s objective in establishing this "Code of Conduct" is to promote ethics, honesty and professionalism within the company and among its employees. The company believes in being an integrated organization and that the action of every employee affects its entire organization and reputation. Any employee is obligated to strive for the extension of the Company’s interests within legal limits, and responsible of preventing damages or loss of the Company’s interests.

The company expects all employees to abide by this "Code of Conduct" in carrying out their duties and functions to preserve public trust and ensure the company’s sustainable growth and development. The company also expects to practice this "Code of Conduct" with subsidiaries, joint ventures, suppliers, customers and other individuals working with UMC in order to foster the sustainable development of the economy, society and environment protection.

The Code of Conduct follows Responsible Business Alliance Code of Conduct, RBA, UN Global Compact, International Labor Office Tripartite Declaration of Principles, The OECD Guidelines for Multinational Enterprises, UN Universal Declaration of Human Rights, The UN Human Rights Norms For Business and related international standards and complies with the requirement of local laws and regulations.

UMC's Corporate Sustainability (CS) committee is the top level that manages and coordinates all affairs, policies and strategies relevant to CSR and sustainable development, and is in charge of UMC's corporate social responsibility. There are seven sub-committees under the CS committee:Corporate Governance Committee, Customer Relationship Management Committee, Supplier Management Committee, Innovation Technology Committee, Human Rights and Social Participation Committee, Environment Committee and Green Manufacturing Committee. The chairman and the committee members regularly review the performance and progress of all sub-committees and the violations of UMC Code of Conduct twice a year, and change the organization structure by its actual achievements.

UMC also funded the Audit Committee and Remuneration Committee according to its operation management and local laws where the headquarters is located. The Audit Committee assists the Board of Directors in performing its supervision functions. It is also responsible for tasks defined by the Company Act, Securities and Exchange Act and other relevant regulations, dealing with any whistleblower cases received and periodically reviewing the Company's compliance with government law, documentation that involves government agencies, and the compliance of the employees' Code of Conduct. The goal of Remuneration Committee's operation is to strengthen corporate governance and risk control, and to evaluate and monitor the Company's remuneration system for its directors and managers while considering the provision of incentives to facilitate talent retention.

• The company strictly prohibits any violations of the employee code of conduct. If there are any violations of local related laws or the employee code of conduct, the company should manage the issue impartially without tolerance. If violation cases are verified, the company should follow related laws and regulations to manage the situation. According to Labor Standards Act article 12, in any of the following situations, an employer may terminate a labor contract without advance notice: where a worker is in serious breach of the labor contract or in serious violation of work rules and where a worker deliberately damages or abuses any machinery, tool, raw materials, product or other property of the employer or deliberately discloses any technical or confidential information of the employer thereby causing damage to the employer.
• Rewards for reporting: Correcting or reporting on violations of integrity rules is an action of protecting the rights of employees, shareholders, and the Company. Once found to be factual, suitable rewards will be given to the reporter. On the contrary, any violation of this code of conduct, in addition to recovering and returning the illegitimate benefits to the original owner or company, violators of the integrity rules will be reprimanded in proportion to the severity of the incident, with the following different punishments or the combination of them.
• Any significant violation case will be disclosed in the Company’s Corporate Sustainability Report.

In order to promote ethics, honesty and professionalism within the company and among its employees, the company believes in being an integrated organization and that the action of every employee affects its entire organization and reputation. Any employee is obligated to strive for the extension of the Company’s interests within legal limits, and responsible of preventing damages or loss of the Company’s interests. The company expects all employees to abide by this Code in carrying out their duties and functions so as to preserve public trust and to ensure the company’s sustainable growth and development.

The company follows local laws and regulations and supports related international standards, including International Labor Office Tripartite Declaration of Principles, The OECD Guidelines for Multinational Enterprises, UN Universal Declaration of Human Rights, UN Global Compact, UN Universal Declaration of Human Rights and Responsible Business Alliance Code of Conduct, RBA.

The company dedicates itself to abide by commercial ethics and firmly believes in the values of an integrated organization. This guideline has been introduced to outline applicable legal requirements and company policy required of the company and all employees. Any company employee with any query concerning ethics or legal matters is advised to consult with his or her division head or the company’s legal division for guidance. Moreover, ethical standards shall not be confined to legal compliance. Each individual shall be obligated to conduct all businesses ethically and to avoid any activity that would lead to a conflict of interest.

Prior to engaging in any business, investment or related activity that may lead to a conflict of interest between personal and professional relationships, the employee must fully disclose such conflict of interest to, and the potential conflict must be subject to review by, the chairman & president’s office.

All employees are prohibited to accept from or give to any customer, supplier or contingent party related to the company any kickbacks or any other form of illicit gain.

For the purpose of maintaining a normal business relationship, gifts that are to be presented to business counterparts should be imprinted with the company’s logo. Besides that, all employees are strictly forbidden to accept costly gifts from the company’s vendors or any cash, or any equivalent in monetary goods, i.e. gift certificates, check, stock certificate and the like. It is prudent to conform to the general practice of common business decorum when accepting or arranging any type of business reception, and all employees shall refrain from being excessively lavish and refrain from incurring significant or unnecessary expenses.

Insider trading laws prohibit the trade (purchase, including short, or sale) of securities while aware of material non-public information, and prohibit disclosure of material non-public information to others who then trade in the affected securities. The potential consequences for the Company’s directors, supervisors, officers and employees, as well as those who receive inside information from such people, from a violation of these laws include civil liability, criminal fines and jail terms.

Ensuring proper confidentiality of all commercial information when executing a mission and retaining complete commercial and operational records, as well as respecting the commercial assets and intellectual properties of the company, each client and each strategic partner of the company.

The company respects the privacy and integrity of every employee and upholds strict standards of privacy and confidentiality for individual personal data. Treatment of customers and commercial data concerning other individuals shall also be bound by this principle of confidentiality.

All employees should protect the company’s assets and ensure their efficient use. The company’s assets, whether tangible or intangible, are to be used only by authorized employees or their designees and only for the legitimate business purposes of the company.

The Company shall build up the procedure of material information disclosure in order to prevent from divulgence and to ensure the consistence and accuracy of public disclosure.

UMC has always requested all employees to comply with the requirements of anti-trust laws, in order not to violate the company's spirit of fair competition.

The company respects the employees’ right to vote and their political affiliations. To remain politically neutral, the company does not participate in political campaigns or make political contributions.

UMC supports and implements its corporate citizenship policy and continually invests in social participation and public interest in all operational sites with enthusiastic involvement. To ensure the rationality and legality of each charitable donation, public-interest donation and in-kind giving for public welfare, a donation to a related party or a major donation to a non-related party shall be submitted to the board of directors meeting for recognition according to the “Regulations Governing Procedure for Board of Directors Meetings of Public Companies” in Taiwan.

UMC respects and supports the implementation of labor and ethics standards within the organization by using the employee handbook and regularly examining employee conduct. In order to protect human rights and provide fair treatment and respect for every employee, UMC formulated a “Workplace Sexual Harassment Prevention Appeal and Disciplinary Act” and provided confidential reporting channels to protect female employees.

The company follows local laws and regulations and supports related international standards, including International Labor Office Tripartite Declaration of Principles, The OECD Guidelines for Multinational Enterprises, UN Universal Declaration of Human Rights, UN Global Compact, UN Universal Declaration of Human Rights and Responsible Business Alliance Code of Conduct, RBA.

After each employee is hired, they all legally sign a labor contract with UMC.

The hiring contract stipulates that this employer-employee relationship is established with the consent of both parties. The use of forced labor, slavery and trafficking is forbidden.

The employee hiring policy specifically states that the use of child labor (under 16 years old) is prohibited and any practice that may lead to the use of child labor is forbidden. Employees under the age of 18 (Young Workers) shall not perform work that is likely to jeopardize their health or safety, including night shifts and overtime.

Workweeks are not to exceed the maximum set by local law. Further, a workweek should not be more than 60 hours per week, including overtime, except in emergency or unusual situations. Workers shall be allowed at least one day off per seven-day week.

Compensation paid to workers shall comply with all applicable wage laws, including those relating to minimum wages, overtime hours and legally mandated benefits. In compliance with local laws, workers shall be compensated for overtime at pay rates greater than regular hourly rates. Deductions from wages as a disciplinary measure shall not be permitted.

There is to be no harsh and inhumane treatment including any sexual harassment, sexual abuse, corporal punishment, mental or physical coercion or verbal abuse of workers; nor is there to be the threat of any such treatment.

The hiring policy stipulates that race, gender, age, marital status, political stance or religious beliefs are not factors in the hiring, evaluation and promotion of employees, and that it will only do business with companies that abide by the same principles. The company will help to arrange reasonable accommodation for employees who have religious practices need.

Open communication and direct engagement between workers and management are the most effective ways to resolve workplace and compensation issues. The company respects the rights of workers to associate freely, join labor-management meetings and seek representation.

UMC designed its training courses based on the competency for each employee category with a systematical and comprehensive learning environment, which provide all employees an opportunity to continuously develop the skills and competence. It also includes many parts; for example, education and training committee, language training, e-Learning, self-education development, management skills training and professional talents training.

The company upholds ethical standards and protects basic human rights by avoiding the purchase of raw materials that may contain conflict minerals listed in United States Securities and Exchange Commission latest announced rule "The Disclosure Requirement of the Use of Conflict Minerals".

The company and all its members should fulfill their safety and health responsibilities at all levels, exert their influence to eliminate hazards and prevent accidents to safeguard the safety and health of all workers.

The company should maintain a management system, other items such as occupational safety, emergency preparedness, occupational injury and illness, industrial hygiene, physically demanding work, machine safeguarding, sanitation, food, and housing, and so on and should also meet the electronic industry code of conduct (RBA) standards

The company and all the members should fulfill their responsibility at all levels, to enhance energy efficiency, recycling, waste reduction and pollution prevention, in order to protect the environment.

The company should maintain a management system, other items such as environmental permits and reporting, pollution prevention and resource reduction, hazardous substances, wastewater and solid waste, air emissions, product content restrictions, and so on and should also meet the electronic industry code of conduct (RBA) standards.

Since being established, UMC has taken the long-term approach of working in harmony with the community to achieve business growth while also contributing to society. UMC not only continually devotes itself to the framework and mechanism of volunteer culture, but also spends considerable effort to strengthen volunteer culture and train its volunteers. All branches, operation sites, and foundations located worldwide are invited to be involved in UMC’s Corporate Citizenship.

The full dimensions of corporate sustainability which include “Green Fab/ Green Environment”, “Spring Hope: Charging Up the New Generation Programs”, “Charitable Donations”, “Social Participations” and “Volunteer Culture”, are well comprehended in UMC’s social welfare and corporate citizenship. UMC will disclose related programs and achievements on official websites and CS reports.

In order to discover, discourage and prevent major misconduct, and to encourage open communication from employees and third parties, any violation of illegal activity or this code of conduct should be reported. If any unequal treatment occurred in the workplace, people can report the incident through any of the following channels :

• Reporting a violation of the Code of Conduct or engagement in fraud : Send an email report to the email address whistleblower@umc.com, which will then automatically forward a copy of the report to the Audit Committee, ADT Division Director, HR Division Director, and GC Division Director.
• CHO E-mail : UMC_CHO_Mailbox@umc.com
• Document complaint: formal document complaint (the Company will assemble an investigation team to conduct a thorough inquiry into the allegations).
• Report of sexual harassment and unfair treatment : 31995@umc.com 
• Employment relationship ,management rule and human right issues : e-suggestion
• Information security and confidentiality protection : Infosec@umc.com
• CSR E-mail : csr@umc.com

• Hot Lines : 31425
• Report of sexual harassment and unfair treatment : 31995
• Employee Relationship (ER Service) Hotline : 12885
• Reporting of information security : 31777

If any violations of UMC code of conduct regarding different issues occur, the company has specific ombudsman to handle the issues, including ADT Division Director, HR Division Director, IPLA Director, and Audit Committee : Audit_committee@umc.com

Issues should be directly reported to a manager in HR or any other appropriate department/division. Except for specific issues, sexual harassment and unfair treatment and reporting of information security should be reported to the specific personnel. Once the manager receives the report from externally and violation of the code of conduct or engagement in fraudulence is found, they will immediately notify the ADT Division Director.

Responsible divisions are ADT Division Director, HR Division Director, IPLA Director, and Audit Committee. Issues should be reported directly to a manager in HR or any other appropriate department/division. Once the manager receives the report, they will immediately notify the ADT Division Director.

• Send an email report to the email address
  whistleblower@umc.com which will then automatically forward a copy of the report to the Audit Committee, ADT Division Director, HR Division Director, and IPLA Division Director.
• Hot Lines : 0800-024-399 (Toll-free)

For the person reporting a violation of the Code of Conduct or engagement in fraudulence as well as any other related employee involved in all subsequent investigations of the violation, the company will provide safeguard measures ensuring them against any unfair retaliation or treatment.