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SEC Comment Letter for UNITED MICROELECTRONICS CORP (UMC) (CIK 0001033767) (UMC) — Oct 29, 2020

UNITED MICROELECTRONICS CORP (UMC) (CIK 0001033767)
Date: Oct. 29, 2020 · CIK: 0001033767 · Accession: 0000000000-20-010271

AI Filing Summary & Sentiment

File numbers found in text: 001-15128

Date
October 29, 2020
Author
Not clearly detected
Form
UPLOAD
Company
UNITED MICROELECTRONICS CORP (UMC) (CIK 0001033767)

Letter

United States securities and exchange commission logo October 29, 2020 Chitung Liu Chief Financial Officer UNITED MICROELECTRONICS CORP No. 3 Li-Hsin Road II Hsinchu Science Park Hsinchu City, Taiwan, Republic of China Re:UNITED MICROELECTRONICS CORP Form 20-F for the Year Ended December 31, 2019 Filed April 28, 2020 File No. 001-15128 Dear Mr. Liu: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 20-F for the Fiscal Year Ended December 31, 2019 General 1.We note that many of the exhibits in your Form 6-Ks were not filed as indicated. For example, we refer you to Exhibit 99 of your Form 6-K filed on October 22, 2020. Pursuant to Item 601(1) and (2) of Regulation S-K, an exhibit must be filed as indicated or shall include an active hyperlink to the exhibit separately filed on EDGAR, if it is incorporated by reference. Please confirm you will comply with this requirement for future filings. Exhibits, page 100 2.We note that two of the three certifications shown in Exhibits 12.1 and 12.2 have been signed by Co-presidents and Directors. Please note that Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934 require that each quarterly and annual report that an

FirstName LastNameChitung Liu Comapany NameUNITED MICROELECTRONICS CORP October 29, 2020 Page 2 FirstName LastName Chitung Liu UNITED MICROELECTRONICS CORP October 29, 2020 Page 2 issuer files with the Commission under Section 13(a) or 15(d) of the Exchange Act include a certification from the issuer’s principal executive officer and principal financial officer, or persons performing similar functions. Please tell us what consideration was given to Stan Hung, Chairman, Director and Chief Strategic Officer signing a certification rather than the two Co-Presidents and Directors. In your response, please confirm which role you view to be the principal executive officer role and describe the roles of the Co- presidents and Directors as compared to the Chairman, Director and Chief Strategic Officer. We may have further comment upon reviewing your response. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Effie Simpson at (202) 551-3346 or Melissa Raminpour, Branch Chief, at (202) 551-3379 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing

Show Raw Text
United States securities and exchange commission logo
October 29, 2020
Chitung Liu
Chief Financial Officer
UNITED MICROELECTRONICS CORP
No. 3 Li-Hsin Road II
Hsinchu Science Park
Hsinchu City, Taiwan, Republic of China
Re:UNITED MICROELECTRONICS CORP
Form 20-F for the Year Ended December 31, 2019
Filed April 28, 2020
File No. 001-15128
Dear Mr. Liu:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.  In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Form 20-F for the Fiscal Year Ended December 31, 2019
General
1.We note that many of the exhibits in your Form 6-Ks were not filed as indicated.  For
example, we refer you to Exhibit 99 of your Form 6-K filed on October 22, 2020.
Pursuant to Item 601(1) and (2) of Regulation S-K, an exhibit must be filed as indicated or
shall include an active hyperlink to the exhibit separately filed on EDGAR, if it is
incorporated by reference.  Please confirm you will comply with this requirement for
future filings.
Exhibits, page 100
2.We note that two of the three certifications shown in Exhibits 12.1 and 12.2 have been
signed by Co-presidents and Directors.  Please note that Rules 13a-14(a) and 15d-14(a) of
the Securities Exchange Act of 1934 require that each quarterly and annual report that an

 FirstName LastNameChitung Liu
 Comapany NameUNITED MICROELECTRONICS CORP
 October 29, 2020 Page 2
 FirstName LastName
Chitung Liu
UNITED MICROELECTRONICS CORP
October 29, 2020
Page 2
issuer files with the Commission under Section 13(a) or 15(d) of the Exchange Act
include a certification from the issuer’s principal executive officer and principal financial
officer, or persons performing similar functions. Please tell us what consideration was
given to Stan Hung, Chairman, Director and Chief Strategic Officer signing a certification
rather than the two Co-Presidents and Directors. In your response, please confirm which
role you view to be the principal executive officer role and describe the roles of the Co-
presidents and Directors as compared to the Chairman, Director and Chief Strategic
Officer.  We may have further comment upon reviewing your response.
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            You may contact Effie Simpson at (202) 551-3346 or Melissa Raminpour, Branch Chief,
at (202) 551-3379 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing