Ethical Management

Ethical Management

We have established internal rules and regulations such as “Code of Conduct”, “Ethical Corporate Management Best Practice Principles” and “Implementation Measures for the Whistleblowing System”, which clearly demonstrated our company’s ethical management policy, requiring D-Link itself and its subsidiaries to follow relevant laws and regulations for the overall operating activities, abide by the high standard of professional ethics, avoid engaging in any act of unfair competition, oppose to any form of bribery, and establish appropriate management systems. We uphold a zero-tolerance attitude against corruption and shall also continue to actively promote a high-standard business ethical culture. Our legal department is responsible for the improvement of operations related to ethical management and reports once a year to the board of directors the execution of the operations. The latest annual report was made to the board of directors on November 14th, 2023.

Education and Training

New Employee Orientation

We have included ethical management in the content of our orientation for new employees to ensure that every new employee has been made known to adhere to our “Ethical Corporate Management Best Practice Principles” and “Code of Conduct”. In 2022, among the new employees, 106 of them have completed 2 hours of ethical management training, totaling 212 training hours. The in-service employees who have not completed the ethical management education and training in 2022 have finished the training in 2023.

External Training

In 2022, a total of 6 employees applied for external training related to accounting and internal control systems, totaling 113 training hours.

Internal Training

In October and November 2023, we held courses of “Understanding the Responsibilities and Duties of Directors, Supervisors and Senior Managers from Securities and Exchange Act” and “Understanding Related Party Transactions and Transactions not in the Normal Course of Operation from Case Studies” respectively, with the intention of raising awareness of these topics to managers and employees at the head office and Taiwan branch office. The courses included the promotion of ethical management, anti-money laundering, anti-corruption and insider trading. A total of 72 people participated in the course, totaling 180 training hours.

Whistleblowing System

We have established a whistleblowing system. The latest contact method for reporting from November 4th, 2022 and on has been announced  on our official website, and the identity of any whistleblower shall be kept confidential and protected. Relevant reporting and investigation procedures were stipulated in “Implementation Measures for the Whistleblowing System”.

Declaration and Pledge

All of our 9 board directors in May 2023 and 7 senior executives in March 2022 have signed the “Statement of Compliance with Ethical Management Policy” declaring that they will fully abide by our “Code of Conduct”, “Ethical Corporate Management Best Practice Principles” and any related ethical management policy.
All new 121 employees joining D-Link in 2022 have signed the “Code of Conduct” pledge.

Supplier Compliance

The procurement contract we sign with each of our suppliers consists of the compliance with corporate social responsibilities and our ethical management policy, and expressly prohibits any act or intention of bribery or similar wrongdoing involving our employees by any supplier to achieve any of its commercial or personal benefit. We further require all suppliers to sign an “Integrity and Anti-corruption Pledge” reiterating the above, and the specifying termination and rescission of contract for any such wrongdoing. A total of 12 procurement contracts have been signed in 2022, and all have such relevant content included. No reports were filed for any incident of supplier bribery in 2022.

Political Donations

We have set up “Political Donations Provision Guidelines” to govern the procedure for the provision of legitimate political donations. No political donations have been made in 2022.

Anti-Corruption Assessment

We use the latest report of “Corruption Perceptions Index” to evaluate whether each operating location is situated in an area perceived as more corrupt (with a score less than 50), and if so, it is necessary to strengthen relevant anti-corruption education and training. For Taiwan in which our headquarters is located, it has a score of 68, ranking it 25 out of 180 in 2022 and making it a low-risk area. In 2022, no issue related to employee corruption violations or internal complaints were reported, and no significant corruption-related risk was found after assessment.

Insider Trading Prevention

Article 6 of our “Procedures for Materiality Management and Prevention of Insider Trade” and Article 10 of our “Corporate Governance Best Practice Principles” clearly stipulate that directors and insiders are not allowed to trade their shares during the closed period of 30 days prior to the announcement of the annual financial report and 15 days prior to the announcement of the quarterly financial report.
Our 2022 annual and 2023 quarterly financial reports were approved by the board of directors on February 22nd, May 10th, August 14th, and November 14th respectively, and our shareholder services personnel also proactively reminded directors and insiders through e-mails on January 19th, April 24th, July 28th, and October 27th respectively from trading their shares before the financial report announcement. In 2023, no issue related to insider trading was reported.