Corporate Governance

UMC has an effective corporate governance framework that is consistent with Taiwan's Company Act, Securities and Exchange Act, and other related laws and regulations. UMC also established the "UMC Corporate Governance Practice Principles", "UMC Ethical Corporate Management Best Practice Principles", "Policies and Procedures for Refraining from Insider Trading" and "UMC Corporate Social Responsibility Principles" as practical company considerations to constitute structure of corporate governance. UMC has established the Sustainable Development and Nominating Committee for supervising relevant departments in the formulation of corporate governance rules and systems, in order to protect shareholders' equity, respect stakeholders, enhance information transparency, strengthen the competency of the Board, and uphold corporate integrity and code of conduct.

The Structure of UMC Corporate Governance

Upon nomination by the Nominating Committee (now the Sustainable Development and Nomination Committee) of UMC, the Board of Directors appointed Mr. Chitung Liu, the Senior Vice President and CFO of UMC, as the Chief Corporate Governance Officer on March 6, 2019. The position is accountable for corporate governance matters, including preparation and execution of agenda and matters relating to the Shareholders’ meeting, the Board, Audit Committee, Remuneration Committee, Capital Budget Committee and Sustainable Development and Nominating Committee, assistance in fulfilling requests by directors to perform duties and provide information, and is also responsible for ensuring legal compliance of the Board, promoting communication and dialogue between management team and the directors, and among the board members, and communicating with the independent directors on corporate governance-related affairs on a regular basis every year. The Chief Corporate Governance Officer has been in a managerial position for at least three years in a public company in handling financial and stock affairs, and completed professional training in accordance with laws and regulations.