Company Policies 

To keep pace with the latest in corporate governance practices, SMIC periodically reviews and enhances its Manual on Corporate Governance, Code of Ethics, and other corporate governance related policies.  Use the links to view the full policies. 

 

CG Related Policies

Brief Descriptions

Insider Trading Policy

Directors, officers and employees are prohibited from trading in the Company’s shares, five (5) trading days before and two (2) trading days after the disclosure of any material, stock price-sensitive information.  SMIC issues reminders of the “trading ban”, before the release of financial reports or the disclosure of other material information to ensure compliance with the policy.  Trading done by directors and officers are reported within three (3) days of the transaction.
 

Related Party Transactions

 
SMIC discloses in detail the nature, extent and all other material information on transactions with related parties in the Company's financial statements and quarterly and annual reports to the SEC and PSE.  Management regularly presents the details of transactions entered into by SMIC with related parties at the meetings of the Audit and Risk Management Committee.  This is to ensure that SMIC conducts all related-party transactions at market and arm’s length basis.
 
Conflict of Interest Policy
 
SMIC’s Conflict of Interest policy defines a conflict as a situation wherein a director, officer or employee has or appears to have a direct or indirect personal interest in any transaction, which may deter or influence him from acting in the best interests of the Company.  Any director, officer or employee involved in an actual or potential conflict of interest is required to immediately disclose said conflict to the Company.
 
 
Based on the provisions of the Code of Ethics, SMIC directors, officers and employees are prohibited from soliciting or accepting gifts in any form from any business partner.  The term gift covers anything of value, such as but not limited to cash or cash equivalent.  The guidelines provide exceptions such as corporate giveaways, tokens or promotional items of nominal value.  When it is deemed improper to refuse a gift, the issue is elevated to Management for proper disposition.
 
In the same manner, travel sponsored by any current or prospective business partner is prohibited under the Guidelines on Travel Sponsored by Business Partners.
 
Guidelines on Placement of Advertisements
 
SMIC issued a policy to prohibit the placement of advertisements in publications that solicit for such ad placement prior to the release of the official results of an awarding process conducted by the publication and where an SM company or director, officer or employee is one of the nominees vying for the award.  SM may consider placing advertisements in such publications as part of its over-all marketing strategy, but only after the release of the results of the awarding process and where it will not create reasonable doubt that such ad placement influenced in any way an award given to an SM company or director, officer or employee.
 
(Whistleblowing Policy)
 
SMIC’s whistleblowing policy, referred to as the Policy on Accountability, Integrity and Vigilance (PAIV), was adopted to create an environment where concerns and issues, made in good faith, may be raised freely within the organization.  Under the policy, any SMIC director, officer or employee may accomplish an incident report on suspected or actual violations of the Code of Ethics, the Company’s Code of Conduct or any other applicable law or regulation.  Upon receipt of an incident report, Management conducts an investigation on its merit, subject to due process and applicable penalties and sanctions thereafter.  A compilation of concluded reports is periodically presented to the Audit and Risk Management Committee.
 
Existing and potential vendors and suppliers are required to conform to the Company’s Code of Ethics as a pre-requisite for the accreditation process.
 
Upholding Creditor’s Rights SM upholds the rights of creditors thru the timely and accurate disclosure of all material information, such as but not limited to earning results and risk exposures, relating but not limited to loans and loan covenant agreements.
Alternative Dispute Resolution System
 
Ensures that the Company maintains an alternative dispute resolution system to settle conflicts between the Company and its stockholders or other third parties, including regulatory authorities.

 

 

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