Code of Ethical Conduct
Article 1 Purpose and Scope
This Code is established to guide the conduct of the Company’s directors and senior executives—including the President, equivalent positions (e.g., Vice President, Assistant Vice President, heads of Finance and Accounting), and any individual with signature authority-in accordance with high ethical standards. It aims to enhance stakeholders’ understanding of the Company’s moral principles. Pursuant to Article 1 of the “Ethical Conduct Guidelines for Listed Companies,” this Code applies to HIWIN Technologies Corp. and all its subsidiaries.
Article 2 Key Principles
This Code encompasses the following eight core principles:
1. Conflict of Interest Prevention
A conflict arises when personal interests may interfere with the Company’s overall interests—for example, when directors or executives cannot perform duties objectively, or when personal or familial relationships (within the second degree) result in improper benefits. Special attention should be paid to transactions involving loans or guarantees to related parties, major asset dealings, or procurement and sales with related enterprises.
2. Avoidance of Personal Gain Opportunities
Directors and executives must refrain from:
- • Exploiting company assets, information, or positional influence for personal gain;
- • Using such means to compete with the Company;
- • Allowing personal interests to interfere when the Company has profit opportunities—responsibility lies in maximizing lawful benefits for the Company.
3. Confidentiality Obligations
Directors and executives owe a duty of confidentiality for information about the Company and its trading partners unless disclosure is authorized or legally mandated. This includes any non-public information that could harm the Company or its customers if improperly disclosed or used.
4. Fair Dealing
Senior leaders must treat clients, suppliers, competitors, and employees fairly. They must not manipulate, conceal, misuse privileged information, misrepresent material facts, or conduct any unfair business practices to gain undue advantage.
5. Protection and Proper Use of Company Assets
It is the responsibility of directors and executives to safeguard Company assets and ensure they are used legally and efficiently for business purposes. Misuse, theft, or negligence directly impacts the Company's profitability.
6. Compliance with Laws and Regulations
The Company shall enforce strict adherence to the Securities and Exchange Act and other applicable laws and regulations.
7. Whistleblowing Encouragement
The Company promotes ethical awareness and encourages employees to report suspected or actual violations of laws or this Code to the Audit Committee, management, internal audit superiors, or other appropriate authorities. The Company commits to protecting whistleblowers from retaliation.
8. Disciplinary Actions
Violation of this Code by directors or executives will result in disciplinary action aligned with the Code’s stipulated measures. Violations—including date, reason, provision violated, and actions taken—will be disclosed promptly on the Market Observation Post System (MOPS). Those subject to discipline may file appeals per relevant regulations.
Article 3 Exemptions
Any exemption from this Code applicable to a director or executive must be approved by the Board of Directors, and disclosed immediately on MOPS, including: the decision date, dissenting or reserved opinions of independent directors, exemption duration, rationale, and relevant standards. This ensures transparency and proper control over any deviations.
Article 4 Disclosure
This Code and any amendments shall be disclosed in the Company’s Annual Report, Prospectus, and on MOPS.
Article 5 Implementation
This Code takes effect upon Board approval. The original Code was established on November 6, 2014, and subsequently revised on March 26, 2016; May 6, 2019; and most recently on November 12, 2024.