Implementation of Insider Trading Prevention Measures
The company conducts education and guidance on the "Prevention of Insider Trading Regulations" and related laws at least once a year for current directors, executives, and employees. Newly appointed directors and executives receive this education within three months of assuming office, while new employees are educated and guided by the HR department during pre-employment training.
The company's "Code of Business Integrity and Operation Guidelines" stipulates that directors, executives, or employees, among other internal personnel, must engage in business activities based on principles of fairness, honesty, integrity, and transparency. To implement the policy of business integrity and actively prevent dishonest behavior, individuals must comply with the regulations of the Securities Exchange Act. They are prohibited from profiting through insider trading using non-public information from the company that has not been publicly disclosed and from disclosing such information to others to prevent its misuse.
On June 24, 2024, the company invited external lecturers to deliver a lecture on “Preventing Insider Trading.” The Session was designed for company executives and covered topics such as the definition of insider trading, its constitutive elements, legal responsibilities, and court rulings. Additionally, the related materials have been uploaded to the company’s internal knowledge management system, making them accessible at any time to board members, managers, and employees.
Company's Integrity Management and Measures Implementation
Execution Status Explanation
Assessment Items
Operational Status
Differences in Compliance with the Integrity Management Guidelines of Listed and Over-the-Counter Companies and Reasons
Yes
No
Summary Explanation
1. Formulation of Integrity Management Policy and Plan
(A) Does the company explicitly state its policy and practices on corporate integrity in regulations and external documents, and does the board of directors and management actively commit to implementing the business policy?
Y
(A) The company has established the "Code of Ethics for Directors and Managers" and the "Code of Conduct for Corporate Integrity." The Legal Department reports on the execution status to the board of directors at least once a year. The policies are implemented in an fair, just, and transparent manner in internal management and external business activities. To promote and advocate for ethical behavior, the company consistently conducts education and training for all employees and places relevant regulations on the company's internal network for easy reference.
No difference
(B) Does the company take preventive measures for the seventh item, paragraph two, of the "Corporate Integrity Code for Listed and OTC Companies," or other business activities with higher risks of unethical behavior within its business scope?
Y
(B) In accordance with the "Code of Ethics for Directors and Managers," the "Code of Conduct for Corporate Integrity," and the "Operational Procedures and Guidelines for Corporate Integrity," the company manages relationships with suppliers, conducts audits, and reports the execution status to the board of directors at least once a year. When contracting with suppliers, the contract stipulates that if unethical behavior occurs, the company has the right to terminate or rescind the contract at any time.
(C) Has the company established a program to prevent unethical behavior, clearly defined operational procedures, behavior guidelines, disciplinary actions for violations, and a complaint system, and is it effectively implemented?
Y
(C) To prevent any unethical behavior, the company requires employees to proactively explain to the company when they encounter ethical concerns and conflicts of interest, and to comply with relevant regulations. The company has set up a whistleblower mailbox to allow employees and relevant individuals to report any improper professional behavior, and it is managed by appointed company executives.
2. Implementation of Integrity Management
(A) Does the company assess the integrity records of business partners and include integrity clauses in contracts signed with them?
Y
(A) Prior to engaging in transactions with vendors, staff members review past transaction records and search online for information about the company to confirm whether there is a record of dishonest behavior. If dishonest behavior occurs, it is stipulated in the contract that the company has the right to terminate or rescind the agreement at any time.
No difference
(B) Does the company establish a dedicated unit under the board of directors to promote corporate integrity, and does it regularly report its implementation to the board?
Y
(B) The Legal Department conducts an annual regular audit of the aforementioned system and reports the compliance status to the board.
(C) Has the company established a policy to prevent conflicts of interest, provided appropriate channels for statements, and implemented them?
Y
(C) To prevent any dishonest behavior, the company requires employees to proactively explain to the company when they encounter ethical concerns and conflicts of interest.
(D) Has the company established effective accounting and internal control systems to implement corporate integrity, and does the internal audit unit conduct regular audits or commission auditors to conduct audits?
Y
(D) The company has established effective accounting and internal control systems to ensure the implementation of corporate integrity.
(E) Does the company regularly conduct internal and external education and training on corporate integrity?
Y
(E) The regular education and training programs conducted by the company include courses related to corporate integrity.
3. Operation of the Company's Whistleblowing System
(A) Does the company establish specific reporting and reward systems, create convenient reporting channels, and assign appropriate personnel to handle reported matters?
Y
(A) The company has established the "Employee Abnormal Situation Handling and Complaint Reporting Management Measures," the "Complaint Reporting Processing Procedure," and the "Protection of Whistleblowers Management Procedure." Additionally, a complaint reporting mailbox has been set up, and the Legal Department is designated as the responsible unit to handle related matters, following the procedures outlined in the guidelines.
No difference
(B) Does the company establish investigation standard operating procedures for the acceptance of reported matters and related confidentiality mechanisms?
Y
(B) Same as the description in (A).
(C) Does the company take measures to protect whistleblowers from undue treatment as a result of reporting?
Y
(C) Same as the description in (A).
4. Strengthening Information Disclosure
(A) Does the company disclose the content and effectiveness of its integrity management guidelines on its website and on the Market Observation Post System (MOPS)?
Y
The company has a dedicated section on its website disclosing relevant information for investors' reference.
No difference
5. If the company has its own integrity management guidelines in accordance with the "Integrity Management Guidelines for Listed and Over-the-Counter Companies," please specify the operation and any differences from the established guidelines: No differences.
6. Other important information contributing to understanding the operation of the company's integrity management, such as the company's review and revision of its integrity management guidelines: In addition to requiring cooperating suppliers to sign a Supplier Commitment Statement, the company stipulates in contracts that, in the event of any dishonest conduct, it has the right to terminate or dissolve the contract at any time.
Integrity Management Performance for the Year 2024
To establish a corporate culture of integrity, ensure sound development, actively prevent dishonest behavior, and build a strong business operation model for sustainable growth, the company has formulated the “Code of Ethical Business Conduct,” “Procedures for Ethical Business Operations and Conduct Guidelines,” and “Code of Ethical Conduct for Directors and Managers.” The implementation status is as follows:
The company reports the implementation of ethical business practices to the Board of Directors at least once a year. In 2024, the report was presented to the Board on November 8, 2024.
To promote and advocate ethical behavior, the company conducts regular training for all employees. As of December 2024, a total of 2,112 employees have participated in and passed training on ethical business practices, an increase of 524 participants compared to the previous year.
The company regularly shares ethical business case studies and highlights their importance through news updates on the internal company portal and bulletin boards. In 2024, a total of 14 articles were published.
Before engaging in transactions with suppliers, responsible personnel review past transaction records and search for company information to verify whether the supplier has any history of dishonest conduct before proceeding with cooperation.
The company has invited suppliers to jointly commit to complying with the ”Code of Ethical Business Conduct” and the “Responsible Business Alliance (RBA) Code of Conduct.” As of December 2024, 541 suppliers have pledged their commitment, an increase of 58 suppliers compared to the previous year.
The company has established a whistleblowing email channel, managed by the Legal Department, which is responsible for handling related matters. In 2024, no reports of violations of the company’s ethical business principles were received.
No cases of employee misconduct violating professional ethics were recorded in 2024.
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