Code of Conduct
Building Trust Together

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Contents

3 Foreword by our President and CEO
4 Digital platforms
5 Integrity
5
6
7
7
8
8
9

Conflicts of Interest
Anti-Bribery and Corruption
Protection of Assets and Information
Accounting Practices
Competitive Behavior
Insider Trading
Political and Charitable Contributions

10 People
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11
11
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12

Respect for the Individual
Health, Safety and Security
Human Rights
Data Privacy
Responsible Social Media Use

13 Excellence
13
13
13
14
14

Customers
Business Partners
Shareholders
Environment
Governments and Communities

15 Speak up
15 How to Report Possible Concerns© 2021 - STMicroelectronics
All rights reserved. Reproduction in whole or in part is prohibited without the prior written consent of the
copyright owner. This document, the information and management principles contained therein are notintended to constitute a contractual commitment of ST and may be changed without notice.

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Foreword by our
President and CEO

Integrity: we conduct our business withthe highest ethical standards, honor ourcommitments, deliver on our promises,
are loyal and fair and stand up for what
is right.
People: we behave with openness, trustand simplicity; we are ready to share
our knowledge, encourage everyone’s
contribution, develop our people throughempowerment, teamwork and training;each one of us is committed andpersonally involved in the continuous
improvement process.
Excellence: we strive for quality andcustomer satisfaction and create value forall our partners; we are flexible, encourage
innovation, develop our competences, seek
responsibility and are accountable for ouractions; we act with discipline, base ourdecisions on facts and focus on the priorities.

Trust and reputation are some of our mostvaluable assets and an integral part of ourlong-term strategy. That is why the way
we do business is as important as thetechnologies and products we develop todrive ST’s success. Hence, we respect andfollow both the spirit and the letter of ourCode of Conduct and the law, everywhere
we operate.
Ethics and compliance is a matter of
personal integrity. Everyone and eachof us are responsible for doing the rightthing. I encourage you to feel comfortablespeaking up, asking questions and seeking
guidance whenever needed, without fearof retaliation. We do not tolerate any formof retaliation and your report will help us
to check and address the issue.
Putting integrity, respect and accountability
at the core of our decision making process
is vital to support our ambition, earn
the trust of and create value for all our
stakeholders.
I count on the support of each and every
one of you to promote and uphold theprinciples described in our Code of
Conduct. Together, we will make ST
stronger for the years to come.

Jean-Marc Chéry
President and CEO

CODE OF CONDUCTI am pleased to introduce our refreshed
Code of Conduct and do encourage you
to consult and use it regularly. It sets
clear expectations and provides useful
guidelines on the way
we conduct businessand make ourdecisions,fostering aculture of
integrity.
It also serves
as guiding
principles foreveryone andeach of us at ST,
in line with ourvalue proposition to
all stakeholders, andreflects our values:

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Digital
platform

Discover our app

ST Integrity

AVAILABLE ON

In addition to our Compliance & Ethics’ intranet beST@compliance,
useful information and resources, including short videos (available inmultiple languages), quizzes and the latest news and developments
about Compliance & Ethics’ principles and initiatives are easily
accessible for all employees via our ST Integrity App available on
the main stores.
• Find useful information and resources on Compliance & Ethics• Topics Play and test your skills with our dedicated quizzes• Stay up-to-date with the latest news and developments
on Compliance & Ethics

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Integrity

We conduct our business with the highest ethical standards, honor ourcommitments, deliver on our promises, are loyal and fair and stand up
for what is right.

CONFLICTS OF INTEREST
A conflict of interest exists when an employee’s private interests may possibly influence
his or her judgment or action when doing work for our company. We should show loyalty
to the interests of ST and avoid even the appearance of a conflict of interest.
A conflict of interest can create a situation where an employee acts in his/her own
interests instead of the best interests of ST. Many situations may appear to be a conflictof interest; here are a few examples:• Hiring a family member or a friend without disclosing the relationship to the company• Giving or accepting a gift from a customer or vendor which is greater than a nominal value• Having an investment in or a second job with an ST competitor or supplier.
There are many other situations that could create a conflict but these are some of themore common ones we could face. Be careful to avoid even the appearance of a conflictof interest because outsiders could view your actions without knowing your intent andyour integrity may then be questioned. We expect you to promptly report any situationthat could create a conflict of interest situation and urge you to seek guidance from the
Human Resources department or the Compliance & Ethics department whenever facedwith a (potential) conflict of interest.

Question: You are working to find a new supplier of office supplies for ST. You
realize that your sister-in-law just started her own company selling these officesupplies. You know that you can get a good price from her and have heard that
her business is struggling. It seems like a win-win situation where ST will get good
products at a fair price and you can help your sister-in-law at the same time.
Is it okay for you to hire your sister-in-law’s company without looking at othercompanies?
Answer: No, it would not be okay. While your intentions might be well placed, itwould not be appropriate for you to hire your sister-in-law without going through thestandard procurement process, disclosing your family relationship to your Manager
and local HR and even removing yourself from the decision making process. The
situation of hiring your family member would otherwise create a conflict of interest.

When potential conflicts of interest may arise, the situation must be reported without
delay to the appropriate management level, which will ensure that all decisions potentiallyaffected by a conflict are made in the best interests of the company. You can also refer to
our Conflicts of Interest policy for more information on this topic, consult our
ST Integrity App or our beST@compliance intranet, or contact the Human Resources
and/or Compliance & Ethics departments.

CODE OF CONDUCTINTEGRITY IN ACTION

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ANTI-BRIBERY AND CORRUPTION
Our commitment to Integrity means that we avoid all acts of bribery and corruption.
We do not receive, offer, accept or give money, services, favors or gifts to gain an
improper business advantage to or from anyone in the government or another company.
A government official can be difficult to define but includes: government officers or
employees of a government-owned company (including universities and hospitals), a
government department, members of an international organization, members of a politicalparty or political candidates and members of a royal family, among others. We comply
with all applicable laws related to bribery and corruption, including the U.S.
Foreign Corrupt Practices Act (FCPA), the U.K. Bribery Act, the French Anti-Corruption“Sapin II” law and other similar laws for the countries that we operate in.
These laws and our policies may allow for gifts of nominal value, entertainment or social
invitations (depending on local customs) when in keeping with good business ethics
and appropriate disclosure and/or approval are given, as applicable. No cash or cash
equivalents (such as, for example, vouchers) must ever be accepted or offered.
We should communicate our policy against corruption and bribery to our business
partners.

INTEGRITY IN ACTION
Question: While working in China, you are trying to secure a new facility for ST’s
semiconductor fabrication plant. There are many forms and regulations to comply
with to gain the appropriate licenses and permits. You are dealing with one clerk at
a government-owned electricity company that says “You know… my brother could
really use a job at this new plant. If you can help him out with a job interview, I canmake sure you get everything you need very quickly. Deal?” What should you do?
Answer: You should make it clear that you do not agree, explain that all hiring should
go through the normal channels and report the incident. The clerk is asking for a bribe
and we never give or accept bribes. Even though the clerk is not asking for money,a job at a new plant is something of value in exchange for a business advantage(securing permits and services). We will find a way to get what the company needs
while acting ethically.

We should be careful when making personal political donations or charitable contributions
as often times these can be a way to give a bribe through concealing its true purpose.
Bribes aren’t always cash in envelopes; they can also be gifts, entertainment, favors, jobs
or anything else of value for the person receiving it. We must not pay bribes because theyharm the communities we operate in by contributing to corrupt government practices.
If you suspect or become aware of any acts of bribery or corruption, please immediately
report it to your Manager, the Human Resources, Legal counsel and/or the Compliance& Ethics department. More information about bribery and corruption can be found in our
Anti-Bribery and Corruption policy, our beST@compliance intranet or our ST IntegrityApp.

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PROTECTION OF ASSETS AND INFORMATION
We must use ST assets and funds to serve the company’s best interests. The confidential
information that is created by our highly talented and experienced employees is someof our most valuable assets. Working to protect this important information (and thecomputers which store and process it) is critical and something we can all help with bysecuring documents, maintaining confidentiality, using computers in acceptable manners
and only sharing information when appropriate.
We keep our information secure by following our ST Security Policy.
We are committed to protecting information entrusted to us by our customers andpartners, and our own proprietary information. Proprietary information such as products
designs, manufacturing techniques, strategies, marketing plans and technical know-how,
is what makes ST successful. When this information is kept confidential, we can achieve
our full potential and create new, exciting products that improve people’s lives.
All our information and records must be accurate, secure and managed systematicallyto protect the interests of ST and the rights of the individuals. If we learn about improperuse of our confidential or proprietary information or ST’s computers, we need to speak up
so we can fix it.

INTEGRITY IN ACTION
Question: You belong to one of ST employees’ chat groups on a popular social
media platform. You noticed that sometimes people discuss ST confidential
information in the group. You felt uneasy in the beginning, but it seems everybody
is okay with it. So, you are tempted to do the same. Would that be correct?
Answer: No, you should never disclose or share any confidential information on social
media platforms. When noticing such ST confidential information is being disclosed,
you should promptly report the incident to our Central InfoSec organization.

We respect the intellectual property of our business partners and competitors just as we
expect our own intellectual property to be respected. We should always be forthcoming
and honest when trying to obtain competitive information and only use legal and ethicalways to examine the marketplace and our competition.
Company’s assets, such as equipment, tools and computers should only be used forour jobs at ST. While some limited personal use of ST’s assets may be authorized
when appropriate, it should be done in a way that won’t interfere with our jobs or harm
Company’s assets. If you are ever unsure about whether something is appropriate, pleaseask your manager before acting or seek guidance from our IT and Information Security
department, Human Resources and/or Compliance & Ethics department.

Our accounts and financial reporting must provide a complete, accurate andrepresentative portrayal of our financial position. They must comply with all applicableaccounting rules and meet our high standards for quality, completeness, andtransparency.
We have effective disclosure controls and procedures, and we promptly communicate
all financial transactions so that they can be properly recorded and reported. As a publiccompany, we have a duty to our shareholders, stakeholders, and each other to provide
accurate and timely records of our financial standing. Unrecorded funds, assets or
liabilities will not be established for any purpose. Payments on behalf of ST will only
be made with approved business transactions.

CODE OF CONDUCTACCOUNTING PRACTICES

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INTEGRITY IN ACTION
Question: You work in sales and had a great month, far exceeding your quota forsales. Another big contract just got signed and you were thinking that it would be agood idea not to process it until next week so it would count towards next month’s
sales quota. You think this is okay because the company is still getting the businessand you shouldn’t be penalized for getting new business early.
Is this okay?
Answer: No. All of our transactions need to be properly recorded in a timely fashion.
You should process the contract in the normal way and not delay it until next week.
We succeed based on the accuracy and timeliness of information and we all needto contribute to proper accounting practices.

Financial reporting and accounting practices are important areas to all of us and we must
be diligent in keeping our records organized. Some financial records need to be kept formonths or even years after they are created. Please check with your manager or consult
our Corporate Accounting Manual for information on what to keep and for how long.

COMPETITIVE BEHAVIOR
We compete fairly, honestly and vigorously to protect customers, consumers,
shareholders and each other. We should always work within the law and our policies
to retain and gain the trust of new and existing customers. Some ways for companies
to engage in antitrust or anticompetitive behaviors are price fixing, market sharing or
bid rigging. We do not engage in these actions to win or retain business.
Anti-competitive agreements damage our long-term success and the markets that we
operate in. No short-term gain will ever be worth damaging our reputation or the trust ourcustomers place with us. We respect the marketplace by not colluding with competitors
to set prices, allocating markets or agreeing to overcharge customers for products orservices. Similarly, when working with our customers, vendors and distributors, we fairly
set prices and support all of our partners in doing business and competing the right way.
If we are working or communicating with competitors, we need to avoid even theappearance of engaging in anti-competitive behaviors. If a conversation turns to a
topic that you are not comfortable with, stop the discussion, make it clear that we only
engage in legal and ethical business practices and then immediately report it to the Legal
department and/or the Compliance & Ethics department. We are always free to walk awayfrom discussions that could lead to anti-competitive actions.
Acting in accordance with anti-competition laws can be confusing at times, so pleaserefer to our ST Integrity App, beST@compliance intranet or Antitrust and Fair
Competition policy for more detailed information on this subject, or consult with
the Legal department or the Compliance & Ethics department.

INSIDER TRADING
While doing work for ST, we can sometimes learn about information that could havean impact on the price of ST’s stock or the stock of another company. We should keep
this information confidential and not buy or sell shares of stock (or tip anyone who
might do so) based on this information to make money or avoid losses. Doing this iscalled “insider trading” and it is illegal, unethical and not in line with our values. Equally,
information should not be shared with others as this would be a violation of trust with ourconfidential information in addition to insider trading. The penalties for engaging in insider
trading can be severe including fines and even jail time.If you suspect others might betrading stock based on inside information, inform the Chief Compliance Officer or feel
free to use our Hotline. More information about insider trading can be found in our Insider
Trading policy, our ST Integrity App or beST@compliance. In case of doubt, feel free toseek guidance from the Compliance & Ethics department.

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INTEGRITY IN ACTION
Question: A big order just came in for voltage regulators and you, in production,
ask about the company that placed the order. Your manager tells you, “it turns outthat Company X is about to launch a new electrical system in their cars that is going
to be a big game changer. I bet they are going to make a ton of money when these
hit the market next quarter.” you watch the stock market and were thinking aboutbuying some stock in Company X anyhow. Since you won’t be trading in ST’s stock,
is it acceptable for you to buy some Company X stock?
Answer: No, as this would be considered insider trading. As a part of our jobs at ST,
we can come into contact with inside information of other companies. Although you
wouldn’t be trading in ST’s stock you would still be in violation of the insider trading
laws and our Code of Conduct.

POLITICAL AND CHARITABLE CONTRIBUTIONS
ST remains neutral in the political process by not contributing company funds, resources
or time for political purposes. While employees are free to express their own politicalviews, we should remember that the views we express should be our own and not thoseof ST or its management. The company should remain separate when employees engage
in political activities. These activities can include sending emails, letters or contributing
time, money or resources to political causes and candidates.
Laws limit the interactions that corporations can have with any political process. WhenST makes contributions to a charitable organization, proper approval should be obtained.
We support legitimate charities, humanitarian efforts and philanthropic donations as
it supports local communities. However, we must be careful when making charitable
contributions in the Company’s name as sometimes what we think is a legitimate charity
can actually be related to political causes or used as a conduit for bribery.

CODE OF CONDUCTFurther information and guidance on this topic can be found in our Anti-Bribery andCorruption policy.

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PeopleWe behave with openness, trust and simplicity; we share our knowledge,
encourage everyone’s contribution, develop our people throughempowerment, teamwork and training; each one of us will becommitted and personally involved in the continuous improvement
process.

RESPECT FOR THE INDIVIDUAL
We maintain a culture free of discrimination and harassment, where individuals aretreated with respect and dignity, independent of religion, race, gender, nationality, politicalopinion, sexual orientation, physical challenges or other characteristics.
Our diversity is one of our biggest strengths and something we benefit from every day. We
show appropriate consideration and respect for each other, and enforce a zero-tolerance
approach to incidents of discrimination or harassment of any kind.
We value and encourage teamwork and empower each other to contribute to ST’s
overall performance. The freedom of decision-making that empowerment brings must be
accompanied by adequate levels of accountability for behavior and action. Recruitment,
remuneration, opportunities for development and promotion are based on a fairassessment of ability and performance at every level.

INTEGRITY IN ACTION
Question: You have been working in a research and development team at ST for a
few months. A new employee just joined the team and has been working on someprojects. The new employee has been doing good work but makes a habit of telling“jokes” that you find offensive regarding race, politics and religion. You have asked
the new employee to stop but he hasn’t. He has even started sending emails to thegroup that are also offensive. What should you do?
Answer: You should speak up and talk to your Manager, the Human Resourcesor the Compliance & Ethics department. The new employee is creating a work
environment where other employees are being made uncomfortable and it needs
to stop. While the new employee considers these “jokes” to be just harmless fun,he is not being respectful of his co-workers and not acting in line with our Code of
Conduct. When you speak up, you are protected against any acts of retaliation.

Harassment can take many forms, such as sexual harassment, bullying, “jokes” orintimidation. Sexual harassment can consist of unwelcome sexual advances, requests forsexual favors as a condition of an individual’s employment or the basis for employment
decisions. Sexual harassment can occur through not only physical interaction, but also
words and gestures. All types of harassment are against our values, our policies and ourCode of Conduct.
If you see or are a victim of harassment, speak up so that we can do something aboutit. Harassment has no place at our company. If you speak up, you will be protectedagainst acts of retaliation such as intimidation or further harassment. Speaking up against
harassment is the right thing to do and helps to create a work environment where we canall reach our full potential. More information about harassment and discrimination can

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be found in our beST@compliance intranet, our ST Integrity App or our Corporate
Social Responsibility policy. Please seek further guidance or support from the Human
Resources department or the Compliance & Ethics department.

HEALTH, SAFETY AND SECURITY
We recognize the duty to provide safety, security and overall physical and psychologicalwell-being to everyone who works for ST. We must ensure that all reasonable steps aretaken to maintain security of employees and eliminate potential causes of all workplace
accidents or injuries.
No pressure to “just get the job done” is worth sacrificing the health and safety of eachother. If something seems wrong, everyone has the authority to stop work and fix it.
The Occupational Health & Safety management system is based on the OHSAS 18001
standard. Please refer to our Health and Safety policy for information on workplacesafety and health.

INTEGRITY IN ACTION
Question: Our team is pushing hard to meet a deadline for a client’s order. While
everyone is working hard, you, a production manager, notice that a piece of safety
equipment has been disabled. Stopping to fix the issue would mean temporarily
halting production and possibly missing the client’s deadline. You decide to stop
the production to fix the issue. Did you do the right thing?
Answer: Yes, you absolutely did the right thing.
We need to make safety a top priority. Meeting an order or deadline is never worth
sacrificing our health or risking an accident. Also, as a manager, you have a special
responsibility to ensure a safe work environment.

HUMAN RIGHTSDATA PRIVACY
As part of our commitment to people we must take care of personal data of each other,our business partners, customers and those that we work with. Personal data can include
such items as contact information, health and medical information, birthdates, and othersimilar information. We protect this information by only sharing it with others who are
authorized and have a legitimate business need to know it. We also seek consent whenapplicable and protect this information by having security safeguards in place to prevent
others from illegally accessing it. Individuals are provided with reasonable access to theirpersonal files and, when applicable, have the opportunity to review and correct them.
ST respects your privacy but we must all remember that most of our activity while on
the job is not private in nature. If necessary and within the limits of the law, including theEuropean General Data Protection Regulation (GDPR), the Company can access records
on its systems and networks through searches or continuous monitoring.

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CODE OF CONDUCTHuman rights reflect the inherent dignity of every human being and the standard oftreatment to which each of us is entitled. We must all respect and promote human rights.
Our beliefs on human rights are based on accepted international laws and practices, suchas the United Nations Declaration of Human Rights, the conventions of the International
Labor Organization and the United Nations’ Global Compact. These principles promote
fair wages and working conditions, reasonable working hours, freedom of association,
minimum age requirements and prohibition on forced labor. We also expect fromour business partners, suppliers and distributors that their business practices andindividual behavior are in alignment with these principles. We only partner and work withorganizations that share our beliefs on promoting human rights. More information abouthuman rights and freedom of association can be found in our
Corporate Social Responsibility policy.

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The conditions under which these searches and monitoring can be conducted aredescribed in our Management and Reporting of Internal Investigations policy.
You can find more information about data privacy in our beST@compliance intranet,
our ST Integrity App or the ST Privacy policy.

RESPONSIBLE SOCIAL MEDIA USE
Social media such as Twitter, Facebook, LinkedIn, WeChat and other sites are a big
part of how we communicate today. These powerful tools are a great way to interact
with others but we must use them responsibly. Remember that anything you post online
can create a permanent record. When something is posted, it can be very difficult if not
impossible to remove. The standards we have set about confidential information apply tocommunications on social media as well. Be sure never to post company’s confidential
or proprietary information on message boards or on social media sites. Be respectful of
those that you communicate with and never express yourself on behalf of ST without priorauthorization.
Use of social media raises complex issues and for that reason, we have drafted a policy
on how to use it responsibly. Please check out our Social Media policy for more details.

INTEGRITY IN ACTION
Question: You, a member of the ST sales team, are looking at an investment
message board after work and you notice there is a large discussion about ST’s
products. In the discussion, there is some misinformation about the capabilities ofour products and even some criticism of people that you work with. Can you, as an
ST employee, correct the misinformation about our products and tell some stories
about the great work that ST’s people are doing?
Answer: You should not make statements on behalf of ST unless you have priorauthorization to do so. While on social media, we need to make sure that we use
it appropriately. Please refer to our policy on social media for more information and
help.

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Excellence

We strive for quality and customer satisfaction and create value for all
our stakeholders including employees, customers and communities;
we are flexible, encourage innovation, develop our competences, seek
responsibility and are accountable for our actions; we are honest andtransparent in our communication with stakeholders and engage themin creating business value; we act with discipline, base our decisions
on facts and focus on the priorities.

CUSTOMERS
Product quality and customer satisfaction are cornerstones of ST’s values and businessstrategies. We are committed to sustaining a high level of product innovation. We will
listen to our customers and strive to anticipate and fulfill their needs and expectations.
When making decisions related to product quality, our first consideration will be theprotection of our customers and the safety of consumers through open, timely and factual
disclosure to appropriate parties.

BUSINESS PARTNERS
In all our commercial relationships with customers, suppliers and other business partners,
we develop mutually beneficial cooperations in a way that supports our obligations
to shareholders while allowing us to fulfill the long-term expectations of our otherstakeholders. When entering into business relationships we must work to ensure that
all our partners respect and support our values and have adopted similar standards ofbusiness conduct.

Question: As one of ST’s procurement managers, you just received a proposal froma new supplier for wiring and transistors. You are surprised to see that the proposed
price is far below what ST is paying now. You follow up with the supplier to learn
more about their operations. When asking them about their working conditions andethical standards, the supplier replies, “We offer the best prices and to do that wehave to find ways to save money on labor costs. Beyond that, ST probably doesn’twant to know much else”. What should you do?
Answer: This answer should raise some red flags about the supplier. You should ask
more questions to determine if this is a business partner that we should be working
with. Our business partners need to share our same commitment to doing businessthe right way. The answer provided by the supplier is suspicious and you should findout more about their operations before entering into a business relationship.

CODE OF CONDUCTINTEGRITY IN ACTION

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SHAREHOLDERS
As a corporation, our primary obligation is to create sustainable economic value
for our stakeholders, including shareholders. Profit is necessary to provide
security and future opportunities for each of us.
We will achieve this through sound growth of our profitable business, carefulmanagement of our resources, tight control of our expenses and excellencein the execution of our projects.

ENVIRONMENT
Environment is an area of importance to us and our stakeholders and ST aims to work
actively towards minimizing its environmental footprint. We ensure that the appropriate
culture, management processes, resources and employee engagement are in place tocontinuously improve our environmental performance.
The company’s main environmental goal is to reduce the energy consumption of its
products, reduce our consumption of natural resources, to limit our waste and ouremissions in order to reduce our environmental footprint and to offer our customers
the most environmental friendly products on the market.
It is the responsibility of everyone to treat environmental issues in a professional way
and also to help ST to develop and implement the inherent business opportunities that
our energy-lean industry sector can offer to help create a more sustainable society.
The environmental management system is based on the ISO 14001 standard.
More information about environmental compliance can be found in our Corporate
Environmental policy.

INTEGRITY IN ACTION
Question: You have been working on packaging and shipping ST’s microcontrollers.
After several months of examining the products and the packaging process
you believe you have a new and better way to reduce the amount of packaging
materials that go into each shipment. You believe your new method will be moreenvironmentally friendly and save the company money on material costs.
What should you do?
Answer: You should let your manager know about this new idea. You have a unique
set of skills and experiences that allow you to recognize how our packaging can be
improved. We can all contribute to reducing waste, increasing efficiency and optimal
utilization of resources.

GOVERNMENTS AND COMMUNITIESIn order to establish trust as well as to protect our reputation and support balanced
decision-making, we develop healthy relationships with local governments andcommunities; our company has an important role in promoting responsible businesspractices based on integrity, trust and openness. We respect local cultures and customs
and, whenever practicable, we will facilitate their integration into our businesses.
Part of upholding our values in our communities means that we source our materials
responsibly and only work with other partners that also promote these values.
By acting in accordance with those principles we are supporting human rights, our values
and the communities we operate in.

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When doing work with the government, be aware that special rules can apply. Some of
the actions we would normally take with other companies aren’t allowed when dealing
with the government as a customer. We must strictly comply with specifications incontracts and be transparent with our actions.
If there are questions about what is appropriate when dealing with the government
it will always be wise to discuss with your Manager, the Legal department and/or theCompliance & Ethics department before acting.

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Speak up

HOW TO REPORT POSSIBLE CONCERNS
ST’s Management strives for the cultivation of a “speak up” culture among employees,
allowing everyone to express, in good faith, any concern they might have that Company
executives, managers or employees might not be adhering to the Company’s highstandards of business ethics expressed in this Code of Conduct and in our policies.
ST employees must share their concerns with someone who can address them properly.
In most cases, the employee’s manager is the best person to address such a concern.
Alternatively, employees can also address their concerns (depending on their nature)to their local Human Resources Manager, Site Manager or the Compliance & Ethics
department.
ST officers and managers shall maintain a working atmosphere within their team in which
all team members feel comfortable speaking up, asking questions and expressing theirconcerns freely. All concerns raised in good faith by employees to their supervisor shallbe taken seriously. Proper and timely feedback shall be given to the employee who
expressed such concerns.
The company acknowledges that, in some specific situations, employees may feel
uncomfortable sharing their concerns with their supervisor or with local management.
For these cases, the company set up a Misconduct Reporting Hotline, allowing any
ST employee or Interested Third Party, to raise a concern directly at Corporate level.
The Hotline can be reached online or by phone. The contact details of the Hotline are posted
on our beST intranet portal, local intranets, ST Integrity App and on www.st.com.
ST will apply the highest standard of confidentiality in the handling of all reports received(either through local management or through the Hotline) and ensure that no employee
who reports a concern in good faith shall suffer retaliation in the form of harassment,
adverse employment or career consequences.
Corporate Human Resources is responsible for ensuring no retaliation will take place.
Any employee who believes he/she is being retaliated against should inform the Human
Resources department, the Compliance & Ethics department and/or any of the following
ST officers: Chief Compliance Officer or Chief Audit & Risk Executive.

If you have any concern or if you witness
any inappropriate behavior, please speak up!

MISCONDUCT REPORTING HOTLINE
Either by phone or online:
https://www.speakupfeedback.eu/web/stmicroelectronics/

CODE OF CONDUCT

Compliance & Ethics is everyone’s job and responsibility!

Please visit:https://stmicroelectronics.sharepoint.com/sites/Compliance15

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For more information on ST products and solutions, visit www.st.com

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BR2112STCODE_English.indd 16© STMicroelectronics - December 2021 - Printed in the United Kingdom - All rights reserved
ST and the ST logo are registered and/or unregistered trademarks of STMicroelectronics International NV or its
affiliates in the EU and/or elsewhere. In particular, ST and the ST logo are Registered in the US Patent
and Trademark Office. For additional information about ST trademarks, please refer to www.st.com/trademarks.
All other product or service names are the property of their respective owners.

13/12/21 15:30

Addendum to
ST Code of Conduct
Building Trust Together

Content
1.

Introduction3

2.

Bribery & corruption

4

A. What is Bribery and corruption?
4
B. Areas of increased risks/vigilance
5
C. Practical guidance against bribery
and corruption63.

Gifts, Meals and Entertainments 7
A. Gifts
B. Meals and entertainments

8
9

4.

Seeking advice

105.

Disciplinary measures 

106.

Reporting Violations
and Concerns11© 2022 - STMicroelectronics
All rights reserved. Reproduction in whole or in part is prohibited without the prior written consent of
the copyright owner. This document, the information and management principles contained therein are
not intended to constitute a contractual commitment of ST and may be changed without notice.

Introduction

ST has a zero-tolerance approach towards
any form of bribery and corruption!
We are committed to operating in an ethical mannerand in compliance with applicable laws and regulations.
In line with our culture of integrity, it is our policy to prohibit
the direct or indirect giving or receiving of improper
payments or other benefits for purposes of obtaining ormaintaining any benefits with or from any third party.

All ST employees worldwide must understand and comply
with our Code of Conduct and this Addendum. In caseof doubts or questions, please contact the Compliance,
Ethics & Privacy team (compliance@st.com) for help.
You can also find useful information on our dedicatedintranet pages (https://stmicroelectronics.sharepoint.
com/sites/Compliance) or our mobile app ST Integrity.

ADDENDUM TO ST CODE OF CONDUCTThe purpose of this Addendum is to provide supplementary
guidance and practical information next to the Codeof Conduct, in order to further help prevent and detectrisks of corruption or influence peddling. It also includes
specific recommendations to be followed in various
business situations that employees may encounter.

3

Bribery& corruption
Bribery and corruption are widespread and a serious problem in many parts of theworld. Many countries have enacted laws and regulations to prohibit paying bribes– not only to public officials but also to any private persons. As ST employees,
we must not only follow the spirits of the laws but also do more in our daily
business activities to protect ST’s reputation and our culture of integrity.
A. WHAT IS BRIBERY AND CORRUPTION?
A bribe is defined as the solicitation or acceptance (i.e., bribe-taking) or the offering or promising(i.e., bribe-giving) of an undue reward (which could take the form of a gift, invitation, payment, benefit,
or any other thing of value for the receiver), with the intention to influence the decision of a person ina particular position (public or private).
Corruption may be active or passive, but in both cases, it is illegal and a criminal offence:• Active corruption is the action of offering, promising, or paying a bribe to someone.
• Passive corruption is the action of soliciting, agreeing to receive or accepting a bribefrom someone.
Corruption and bribery (“corruption”) take many forms; here are only some of the most common typesof corruption you may encounter in the field:

Bribes
Bribes may take the form of money, gifts, favors or anything else offered to influence the judgment or
conduct (through action or inaction) of a person. By example, offering a job to the son of a decision
maker to influence favorably his or her decision is a bribe.
Bribes are against the law and are always prohibited.

Kickbacks
A kickback is a form of “commission” paid to a corrupt individual in exchange for his or her influencein the decision-making process (typically, to secure a business or to by-pass the normal bidding
process). By example, the price of a good or a service may be artificially increased to include a backpayment to the corrupt person.

Influence peddling
Influence peddling means using someone’s influence in the government or connections with any
persons in a position of authority (for example, the mayor of a city or a member of the government) toobtain favors or preferential treatment for oneself or someone else. This is usually done in return fora personal advantage or gain for the intermediary.
Influence peddling is always prohibited.

Facilitation payment
Facilitation payments are small amounts of money paid directly to someone to secure or expedite(i.e., to facilitate) the performance of routine work, administrative tasks or other necessary actions.
Common examples are facilitation payments demanded at border crossings, where officials will holdup a company’s shipment from entering a market until they receive payment.

4

ST prohibits any forms of facilitation payment in any country we operate, even if local laws mightin certain circumstances tolerate such payments.

Conflicts of interest
Conflicts of interest are often at the root of corruption schemes. A situation of (potential) conflict ofinterest arises when an employee’s private interests (e.g., family, friendships, financial, or social) may
influence his or her judgment, decision and/or action in the workplace.
When a conflict of interest may arise (regardless of whether it is actual or potential), it must be
promptly reported to the Company (e.g., through your local human resources department), who willassess the situation with your manager and, as applicable, take necessary measures to ensure thatall decisions potentially affected by the situation at stake are made transparently and in the bestinterest of the Company.

B. AREAS OF INCREASED RISKS/VIGILANCE
Although corruption can affect all countries, sectors and professions, some people
and activities are more exposed to the risk and therefor require increased vigilance.
Dealing with Public officials
We must be particularly careful when dealing with public officials or government officials, as they are
subject to specific rules and restrictions.
The definition of “public officials” or “government officials” can be broad; it refers to anyone who is:• an officer or employee of a government or a governmental agency;• an officer or employee of international organization (such as the World Bank or the United Nations);• a person (other than officer or employee) acting on behalf of or for any governmental agency or
public international organization;• an officer or employee of a state-owned company;• a member or employee of a political party, or a candidate for a public office;• a member of the royal or ruling family of a country.
As far as bribery and corruption are concerned, ST does not distinguish between public officials(or government officials) and private persons: any forms of bribery or corruption is always prohibited,regardless of the status of the recipient(s)!

• Make sure to identify and recognize
public officials.
• Be aware rules are stricter when dealing
with public officials.

DON’TS• Do not give any gifts or provide any
invitation to public officials without firstseeking permission from the office of the
Chief Compliance & Ethics Officer.

• Seek prior guidance from the Compliance,
Ethics & Privacy office if you are not surewhether or not you are dealing with apublic official.

Political Contribution
A political contribution means any payments, subscriptions, loans, advance or deposit of money,
donations, or any other things of value, made for the purpose of supporting a political organizationor candidate and/or influencing an election for a state, regional and/or local office.
Any political contributions for whatever purpose are strictly prohibited at all times.

ADDENDUM TO ST CODE OF CONDUCT

DO’S

5

Donation and sponsorship
A donation is a contribution in money or in kind made to a third party, for which there may be no
immediate tangible benefits or commercial return (i.e., no consideration) received by ST.
A sponsorship is a contribution in money or in kind made to a third party, usually in support of anartistic, social, sports or cultural activity in return for visibility of ST’s brand or image.
Donation and sponsorship activities should always aim to support the reputation of ST as a good
corporate citizen, make our employees and stakeholders proud of ST, for example by participatingin national good causes, humanitarian causes, or other social or cultural initiatives.
Donation or sponsorship projects must be carefully selected in line with the Company’s
Code of Conduct and values, and they must be duly approved and reported, in line with theCompany’s guidelines, including the evaluation of any actual or perceived conflicts of interests
or inappropriate influence.

C. PRACTICAL GUIDANCE AGAINST BRIBERY AND CORRUPTIONAs explained above, bribery and corruption can take many shapes or forms,
and some areas are bearing more risks than others. As ST employees, we must
recognize and avoid all situations that could be viewed as offering, promising,giving, or receiving anything of value in exchange for an undue advantage.
EXEMPLES
Example 1:
An employee has suggested to the purchasing manager of a customer that if she would
place a large order (beyond the actual needs of the customer) before the end of thequarter, so as to help this employee to meet his quarter quota, he will in return offerto this purchasing manager a personal “reward”.
The employee’s proposal is illegal and in violation of ST’s Code of Conduct and policies.

Example 2:
A reseller has promised kickbacks to a sales employee if the sales employee helps
the reseller to secure the requested quantity of ST products despite current allocation.
The sales employee is considering inflating some sales data to help the reseller andsecure the kickbacks.
The employee and reseller’s action are in violation of ST’s Code of Conduct andAnti‑bribery policy. The sales employee should reject the offer and immediately report
the incident to the Ethics hotline or the Compliance, Ethics and Privacy department.

Example 3:
An employee in charge of procurement has placed an excessive amount of orders froma supplier with no obvious business needs and, in recognition of her “support” to that
supplier, the supplier has paid for the university tuition fees of the employee’s son.
This employee is using her position for personal gain, which is a clear violation of ST’s
Code of Conduct and policies, as well as the law.

Example 4:
An internal user establishes a tailor-made specification to ensure the selection ofa provider in exchange for a kickback.
This behavior is unacceptable and a violation of ST’s Code of Conduct.
The procurement procedures must at all time be observed by all employees.

6Gifts, Meals andEntertainments
Business gifts, meals and entertainments on a modest scale may becommonly used as part of the building of working relationship.
Gifts, meals, and entertainments offered or received by ST may
be generally acceptable if they are business-related, appropriate
in nature and value. Nevertheless, under certain circumstance,
gifts, meals and entertainments may create the appearance of,or an actual, conflict of interest or corruption payment.
Although the value is an important criterion, the following (non-exhaustivelist) should be considered before offering or receiving anything:• Is the gift or invitation a normal courtesy in the concerned businessenvironment or is it meant as an attempt to influence the receiver’s
judgment in making business or administrative decision?
• Is the gift or entertainment modest and infrequent or could it appear
to place the receiver under an obligation to reciprocate the favor?
• Does the gift or invitation have a legitimate business purpose?
• Is the gift or invitation given or received transparently or
would the receiver/giver, be embarrassed if its manager,
colleagues, or anyone would become aware of it?

ST relies on employees’ loyalty to self-report gifts, meals, or entertainments
they have received or offered. While gifts, meals, and entertainments withvalue of less than 50 USD per person may generally be accepted, whilegifts, meals, or entertainments with a value of more than 50 USD per person
would require prior approval by management (and above 150 USD by boththe management and the Compliance, Ethics & Privacy organization).

ADDENDUM TO ST CODE OF CONDUCTGifts, meals, or entertainments that appear to compromise
one’s ability to make a fair and independent business decisions
may be perceived as a bribe and create ethical issues .

7

A. GIFTS
As a general rule, employees must never ask for gifts, gratuities or other items that benefit them
personally, regardless of value. Employees are expected to exercise good judgment in accepting gifts
from suppliers, customers, or other business associates.
Customary gifts with small value as a gesture of good business relationship is permitted if they aretransparent and not frequent.
However, by their nature or frequency, certain gifts are always prohibited:• Cash or cash equivalent (e.g., vouchers, gift certificates, or gift cards);• Gift to public or government officials are never authorized (exceptions, if any, are subject to priorassessment and authorization by the Compliance, Ethics & Privacy organization);• Gifts and invitations from or to concerned vendors during bidding process.

EXEMPLES
Example 1:
During the negotiation process for the renewal of an important contract, the supplieroffers to the employee in charge of the negotiation, a ticket for two to attend the FIFA
World Cup finals.
The employee must refuse this offer which is inappropriate and report the incident to his
management and the Compliance, Ethics & Privacy Office.

Example 2:
An employee offers flowers to a customer who recently opened a new office in town.
The gift appears to be a courtesy following the opening of a new office and istherefore acceptable.

DO’S• Seek guidance from the Compliance, Ethics& Privacy team if you are unsure about thenature of a gift or invitation you may giveor receive.

• Don’t give any gift to public orgovernmental officials.

• Before accepting any gifts or invitations ofmore than 50 USD of value, seek approval
from your manager.

• Don’t accept gifts or invitations fromvendors during a bidding process.

• Always be transparent about gifts orinvitations received or given.

8

DON’TS• Never accept or offer lavish or
inappropriate gifts.

B. MEALS AND ENTERTAINMENTS
Meals are common business practice and may be generally allowed if they have a legitimate
business purpose. However, in certain circumstances meals may be inappropriate, for example
during a competitive bidding process, or if unreasonably frequent and/or expensive. In case of doubt,
employees may seek the assistance of the Corporate Compliance, Ethics & Privacy organization.
Working events with a business purpose (such as conferences, sales conventions, technical seminars,etc.) may feature legitimate entertainment activities, provided this portion is accessory and appropriate
in nature.

EXEMPLES
Example 1:
During a tender process, a supplier seeks to invite one or more members of the tendercommittee to a restaurant in order to further discuss its service offering and answer
possible questions.
Answering this invitation during the tender process, before making an important decision
concerning the supplier, may be considered a bribe. The invitation must therefore be
declined, and the incident reported.

Example 2:
An employee is invited by a vendor to a half day conference followed by a weekend-longstay in a luxury resort for him and his family. All expenses are covered by the vendor.
In our example, one could easily doubt the legitimacy of the business purpose of such ashort conference followed by a family weekend fully covered by the vendor. The vendor
inviting the employee’s family is a clear red flag. Therefore, the invitation should
be declined.

• Be transparent in your expense claim bysubmitting complete and authentic receipts
and/or invoices and by listing the persons
invited who attended the meal.
• Seek guidance from the Compliance, Ethics& Privacy team if you are unsure about
the nature of the invitation you may giveor receive.

DON’TS• Decline meals invitations by the concernedvendor during bidding process.

ADDENDUM TO ST CODE OF CONDUCT

DO’S

9

Seeking
adviceWhen in doubt or if you need additional information, please seek
guidance from the Compliance, Ethics & Privacy organization
We also advise you to visit our dedicated intranet pages(https://stmicroelectronics.sharepoint.com/sites/Compliance)
and to download our ST Integrity App, which is available
on the main App stores. On those digital platforms, you willfind additional useful information and resources, including
short videos (available in multiple languages), quizzes andthe latest news and developments about Compliance,
Ethics and Privacy’s principles and initiatives.
E-learnings such as – but not limited to - anti-bribery& corruption or conflict of interest are available to help
you to learn to identify and to react to risky situations.
You can find our full catalogue of e-learnings on our
intranet: https://stmicroelectronics.sharepoint.com/
sites/Compliance/SitePages/Our-e-learnings.aspx

Disciplinary measures
Compliance with the provisions and guidelines included in thisAddendum is mandatory at all times. Any violations thereof
may result in appropriate disciplinary sanctions, up to andincluding termination of employment. Disciplinary actions will
be carried out consistently based on the seriousness of theoffense, regardless the offender(s) job title, position, or location.
Further, corruption and bribery is a matter of criminal law
and, therefore, individuals taking part or being complicit ina pattern of corruption and/or bribery might also be subject
to other criminal or civil sanctions (which depending on theconcerned jurisdiction may include jail time, fines and more).

10Reporting Violations
and Concerns

ST’s management strives for the cultivation of a “speak up”
culture, allowing everyone to express any concern he or she
might have when Company’s executives, managers or employees
or any business partners of the Company might or seem not
be adhering to the Company’s standards of business ethics
expressed in ST’s Code of Conduct, including this Addendum.
All ST employees should feel comfortable speaking up,
asking questions, and expressing their concerns freely.

The contact details of the hotline are posted and available
for all employees and interested third parties on our
intranet (https://stmicroelectronics.sharepoint.com/sites/
Compliance/SitePages/Speak-up!.aspx), local intranets,
ST Integrity App, as well as on website: www.st.com.
ST Employees can also choose to report confidentially
their concerns directly to the Chief Compliance & Ethics
Officer (CCO) and/or the Chief Audit & Risk Executive(CA&RE), or their respective regional delegates.
For further details, please visit our dedicated intranet pages
or ST integrity App, refer to our “Speak Up!” policy and/or
contact our Compliance, Ethics & Privacy organization.

ADDENDUM TO ST CODE OF CONDUCTST employees and interested third parties are encouraged
to share their concerns, without fear of retaliation, via our
Ethics hotline, which is available 24 hours a day and 7 daysa week. Our hotline allows for the reporting of all concerns
confidentially and, whenever needed, anonymously.

11For more information on ST products and solutions, visit www.st.com

Order code: BR2203STCODEADD© STMicroelectronics - March 2022 - Printed in the United Kingdom - All rights reserved
ST and the ST logo are registered and/or unregistered trademarks of STMicroelectronics International NV or its
affiliates in the EU and/or elsewhere. In particular, ST and the ST logo are Registered in the US Patent
and Trademark Office. For additional information about ST trademarks, please refer to www.st.com/trademarks.
All other product or service names are the property of their respective owners.