Article 1: The Foundation is named the "Judicial Reform Foundation" (hereinafter "the Foundation").

Article 2: The purpose of the Foundation is to unite the forces of civil society to press the relevant government agencies to carry out thorough, long-term judicial reform and to build the people's trust in the judiciary.

Article 3: The Foundation was established by applying to the competent authority for a permit and registering as a foundation with the court.

Article 4: The Foundation is domiciled at 4F, No. 290, Minsheng W. Rd., Datong District, Taipei City.

Article 5: The Foundation is established in perpetuity. If it is dissolved for statutory reasons or its permit is revoked, its remaining assets shall belong to the local self-governing body of the place where the Foundation is located, or to an organization designated by the competent government authority.

Article 6: The total endowment of the Foundation is NT$10,000,000, donated without consideration by the founding donors (Lin Min-sheng and others). After its establishment, the Foundation may accept donations from all sectors.

Article 7: The property of the Foundation shall be kept and utilized by the Board of Directors in accordance with law.

Article 8: The principal activities of the Foundation are as follows:

1. Studying judicial systems and regulations of all kinds, and promoting their enactment or amendment.
2. Uniting the strength of the whole people to monitor the proper operation of the judiciary, and to promote and press for earnest judicial reform.
3. Evaluating judicial officers and their decisions, so as to monitor the quality of judicial officers and their adjudication.
4. Promoting legal education.
5. Promoting matters relating to human rights, democracy, and the rule of law.
6. Other matters relating to judicial reform.

Article 9:
The Foundation shall have a Board of Directors composed of thirteen to seventeen directors. The first-term directors shall be selected by the founding donors, and at least one-third of them shall possess professional legal knowledge. Directors who are spouses of, or related by blood within the fourth degree or by marriage within the third degree to, other directors shall not exceed one-third of the total number.
The Board shall have three to five managing directors, elected by the directors from among themselves. During recesses of the Board, the managing directors shall regularly exercise the powers of the Board in accordance with laws, this Charter, and Board resolutions.
The Chairperson shall be elected by the directors from among the managing directors, shall represent the Foundation externally, and shall convene the Board and the managing directors' meetings internally.
Directors of each term shall be selected by the Board of the preceding term. When vacancies among directors reach one-half, the Board of that term shall select suitable persons to fill all vacancies, whose terms shall be limited to the remainder of the original term.

Article 10: Directors serve a term of three years and may be re-elected. Within one month before the expiry of the term, the Board shall select the directors of the next term in accordance with law.

Article 11: The powers of the Board of Directors are as follows:

1. Appointment of directors and key personnel.
2. Review of the direction and plans of the Foundation's affairs.
3. Custody and disbursement of the endowment.
4. Raising, allocation, and use of funds.
5. Review of budgets and final accounts.
6. Management and utilization of finances.
7. Formulation of the Foundation's important rules and procedures.
8. Decisions on other important matters.

Article 12:
The Board shall meet at least twice a year, convened by the Chairperson. The Chairperson shall also convene a meeting at the request of one-third or more of the directors. At Board meetings, a director may attend in person or appoint another director as proxy.
A proxy under the preceding paragraph may act for one director only.
Board resolutions require the attendance of a majority of the directors and the consent of a majority of those present. However, resolutions on the following important matters require the attendance of two-thirds or more of the directors and the consent of a majority of those present, and shall be reported to the competent authority for approval:

1. Amendment of the Charter.
2. Disposition of real property.
3. Dissolution.

Article 13: Directors serve without remuneration.

Article 14: The Foundation shall have three to five supervisors. The first-term supervisors shall be appointed by the founding donors.

Article 15: Supervisors serve a term of three years and may be re-appointed. One month before the expiry of the term, the supervisors of the preceding term shall appoint the supervisors of the next term.

Article 16: Supervisors may at any time investigate the operations and financial condition of the Foundation, examine its books and documents, and request reports from the Board of Directors.

Article 17: Supervisors serve without remuneration.

Article 18:
The Foundation may establish an Executive Council and a Standing Executive Council. Executive committee members and standing executive committee members shall be appointed by the Chairperson with the consent of the Board.
The Executive Council and Standing Executive Council shall, in accordance with resolutions of the Board and the managing directors, formulate and promote the Foundation's activities. When necessary, working groups may be established and working committee members engaged to advance specific matters.

Article 19: The Foundation shall have a Secretariat with one Executive Director, nominated by the Chairperson and appointed with the consent of the Board. The Executive Director shall, under the direction of the Chairperson or in accordance with resolutions of the Board, the managing directors, the Standing Executive Council, and the Executive Council, administer the affairs of the Foundation. A Deputy Executive Director, office directors, executive secretaries, and other staff may also be appointed.

Article 20: The fiscal year of the Foundation runs from January 1 to December 31 of each year. The Foundation shall keep account books recording all income and expenditures and its financial condition.

Article 21: The Foundation shall conduct its activities with the endowment and donations received after its establishment. The endowment may not be disposed of without a resolution of the Board and the permission of the competent authority.

Article 22: The Foundation's work plan and budget shall, by the end of January each year, together with the preceding year's work report, final accounts, and inventory of assets, be submitted to the supervisors for examination and then reported to the competent authority for record.

Article 23: Matters not provided for in this Charter shall be handled in accordance with the relevant laws and regulations.

Article 24:
This Charter was enacted on January 31, 1997.
Amended on December 18, 1999.
Further amended on February 25, 2000.
Further amended on December 9, 2024.

Judicial Reform Foundation Recusal Rules for Directors and Supervisors
Last amended: adopted by Board resolution on December 9, 2024

1. In these Rules, "members" means directors and supervisors.

2. To maintain the Foundation's image as an impartial and neutral force for social reform, and to respect members' personal wishes and career plans, a member facing a conflict of interest shall recuse from performing duties in accordance with these Rules.
   The same applies where the Board or the supervisors' meeting resolves that recusal is required.

3. A member who accepts formal nomination or appointment to a full-time position such as a political party post, elected representative, or political appointee shall resign from the Foundation; three months after leaving that position, the member's rights may be restored by resolution of the Board or the supervisors' meeting.

4. A member who is indicted by a prosecutor, or who is otherwise unsuited to overseeing judicial affairs, may be suspended by resolution of the Board or the supervisors' meeting; where the harm to the organization is serious, the member may be expelled.
   During suspension, a member's rights may be restored by resolution of the Board or the supervisors' meeting under any of the following circumstances:
   1. A final decision not to indict has been made by the prosecutor.
   2. A final acquittal has been rendered by the court.
   3. The grounds of unsuitability for overseeing judicial affairs have ceased to exist.

5. A member who knows of a conflict of interest regarding a meeting agenda item shall, upon application or on the member's own initiative, recuse from the discussion and vote.

6. Amendments to these Rules take effect upon adoption by resolution of the Board.

Judicial Reform Foundation Measures on Recusal, Suspension, and Expulsion of Standing Executive Committee Members and Executive Committee Members
Adopted on April 18, 2005; Article 1 amended by the Standing Executive Council on June 6, 2016; Articles 1, 2, and 3 amended and two articles added by the Standing Executive Council on May 9, 2022.
Adopted by the Standing Executive Council on December 2, 2024 and submitted to the Board for resolution; Article 7 added by amendment of the Standing Executive Council on October 13, 2025.

1. In these Measures, "members" means standing executive committee members or executive committee members.
2. To maintain the Foundation's image as an impartial and neutral force for social reform, and to respect members' personal wishes and career plans, a member facing a conflict of interest shall recuse from performing duties in accordance with these Measures.
   The same applies where the Standing Executive Council resolves that recusal is required.
3. A member who accepts formal nomination or appointment to a full-time position such as a political party post, elected representative, or political appointee shall resign from the Foundation; three months after leaving that position, the member's rights may be restored by resolution of the Standing Executive Council.
4. A member who is indicted by a prosecutor, or who is otherwise unsuited to overseeing judicial affairs, may be suspended by resolution of the Standing Executive Council; where the harm to the organization is serious, the member may be expelled by resolution of the Board upon referral by the Standing Executive Council.
5. During suspension, a member's rights may be restored by resolution of the Standing Executive Council under any of the following circumstances:
   1. A final decision not to indict has been made by the prosecutor.
   2. A final acquittal has been rendered by the court.
   3. The grounds of unsuitability for overseeing judicial affairs have ceased to exist.
6. The preceding two provisions apply mutatis mutandis to suspending or terminating the Foundation's cooperation with advisory committee members and volunteers.
7. A member who knows of a conflict of interest regarding a meeting agenda item shall, upon application or on the member's own initiative, recuse from the discussion and vote.
8. Amendments to these Measures take effect upon adoption by resolution of the Standing Executive Council.

Adopted by the Board on May 18, 2020. Article 6, Subparagraph 7 amended by the Board on December 11, 2020. Articles 1 and 4 amended, Articles 3 and 4 renumbered, and Article 6, Paragraphs 6 and 9 amended at the first meeting of the 10th Board on May 13, 2024. Articles 9 and 15 amended by the Board via its mailing group in June 2024.

1. These Directions are established to provide employees, job applicants, and interns of the Judicial Reform Foundation (hereinafter "the Foundation"; the foregoing persons hereinafter "covered persons") with a work and service environment free of sexual harassment, pursuant to Article 13, Paragraph 1 of the Act of Gender Equality in Employment and Article 2 of the Regulations for Establishing Measures of Prevention, Correction, Complaint and Punishment of Sexual Harassment at Workplace.

2. Sexual harassment under these Directions means either of the following:
(1) In the course of a covered person performing duties, any person makes sexual demands, or engages in verbal or physical conduct of a sexual nature or with gender-discriminatory content, creating a hostile, coercive, or offensive working environment that infringes or interferes with the covered person's dignity, personal liberty, or work performance.
(2) A supervisor at any level of the Foundation, or a person with managerial or supervisory authority through business relations, uses power or opportunity to make explicit or implicit sexual demands, or engage in verbal or physical conduct of a sexual nature or with gender-discriminatory content, toward a covered person as a condition of exchange for hiring, employment, work assignment, evaluation, transfer, reward, or discipline.
A determination of sexual harassment under the preceding paragraph shall be made case by case, weighing the specific facts including the background of the incident, the working environment, the relationship between the parties, the words and conduct of the actor, and the perception of the other party.

3.
(1) To handle sexual harassment complaints, the Foundation establishes a Sexual Harassment Complaint Review Committee (hereinafter "the Review Committee").
(2) The Review Committee has seven members; the chair is elected by all members. Its composition and selection are as follows:

1. One representative of the directors and supervisors: nominated by the Board. 
2. One representative of the standing executive committee members: nominated by the Standing Executive Council.
3. One representative of the Secretariat: nominated by the Secretariat.
4. Four external members: experts or scholars with professional knowledge of gender equality invited by the Board.

(3) Among the members, women shall be no fewer than one-half, and neither gender shall be fewer than one-third.
(4) Members serve two-year unpaid terms and may be reappointed; a member filling a vacancy serves until the end of the original term.
(5) At meetings, the chair presides; if the chair is unable to preside, the chair may designate a member to act. Members shall attend in person, without proxies.
(6) Meetings require the attendance of two-thirds or more of all members; resolutions require the consent of a majority of those present; in the event of a tie, the chair decides.
(7) Members serve on monthly rotation to facilitate the receipt of complaints.
(8) Staff support for the Review Committee is provided by the Foundation's Administration Department.

4. When the Foundation as employer learns of sexual harassment, it shall take immediate and effective corrective and remedial measures, attending to the following:

(1) Where the employer learns of the harassment through the victim's complaint:

1. Protect the victim's rights and privacy, and adopt measures to prevent recurrence of harassment against the complainant.

2. Upon receiving the victim's complaint, notify the local competent authority, and refer the complaint to the Foundation's Review Committee for investigation.

3. Impose appropriate discipline or take appropriate action against the actor.

4. Provide or refer the complainant to counseling, medical or psychological services, social welfare resources, and other necessary preventive measures.

(2) Where the employer learns of the harassment other than through the victim's complaint:

1. Clarify the relevant facts as necessary.

2. Assist the victim in filing a complaint according to the victim's wishes.

3. Appropriately adjust the work content or workplace.

4. According to the victim's wishes, provide or refer the victim to counseling, medical or psychological services, social welfare resources, and other necessary preventive measures.

(3) The employer shall report the actions taken upon learning of a sexual harassment incident to the Review Committee within three months of opening an administrative investigation or taking related improvement measures.

5.

(1) A sexual harassment complaint may be made orally or in writing. For an oral complaint, the receiving person or unit shall make a record, read it to or have it reviewed by the complainant, and have the complainant sign or seal it after confirming its accuracy.
(2) A written complaint shall be signed or sealed by the complainant and shall state:

1. The complainant's name, unit and job title, residence, contact telephone, and date of complaint.
2. Where there is an agent, a power of attorney shall be attached stating the agent's name, residence, and contact telephone.
3. The facts and content of the complaint.
4. Available evidence or witnesses.
5. The complainant's signature or seal.

(3) The complainant or agent may withdraw the complaint during review; withdrawal shall be in writing, and upon delivery to the Review Committee the case is closed for record, and no new complaint may be filed on the same grounds.
(4) Supervisors at all levels of the Foundation shall, upon learning of sexual harassment, report to the Review Committee, which shall handle the matter under the relevant provisions.

6. Sexual harassment complaints are handled as follows:

(1) Upon receiving a complaint, the member on duty for the month shall confirm within three days whether to accept it, and the local competent authority shall be notified. Complaints not accepted shall be submitted to the chair for approval and record, with written notice to the complainant. For accepted complaints, the chair shall within seven days appoint three or more members to form a task force to investigate.

(2) A complaint shall be closed within two months of filing; where necessary, this may be extended by one month with notice to the parties.

(3) The Review Committee may notify the parties and related persons to appear and explain, and may invite persons with relevant knowledge and experience to assist where necessary.

(4) Investigators may, where necessary for the investigation and without breaching confidentiality obligations, prepare separate written materials for the parties to review or be informed of in summary.

(5) After the investigation, the task force members shall produce an investigation report and submit it to the Review Committee for deliberation.

(6) The Review Committee shall resolve whether the complaint is established. Where established, the outcome shall be notified to the local competent authority, and recommendations for discipline or other handling of the respondent may be made; where the complainant is a Foundation employee and a false accusation is proven, appropriate disciplinary recommendations shall also be made regarding the complainant.

(7) Meeting minutes shall state the reasons for the decision and, after approval by the Standing Executive Council, the complainant and respondent shall be notified in writing. Any disciplinary or related recommendations shall be handled under the Foundation's rules.

(8) After completing the investigation, the Review Committee shall take into account the feelings of the person harassed and adopt concrete, effective measures of full protection, so that the person is not left in a hostile, coercive, or offensive working environment.

(9) Where the respondent holds a position of power and the circumstances are serious, and suspension or adjustment of duties is necessary during the investigation, the Foundation may temporarily suspend or adjust the respondent's duties. If the investigation does not find sexual harassment, wages for the suspension period shall be paid retroactively; if sexual harassment is found and the circumstances are serious, the Foundation may terminate the employment contract without notice within thirty days of learning of the investigation outcome.

(10) Where the respondent is the employer, the highest responsible person, or the hiring party, employees or job applicants may, in addition to internal channels, complain to the local competent authority; during that authority's investigation, the complainant may apply to the Review Committee for adjustment of duties or work arrangements until thirty days after the investigation outcome is delivered to the Review Committee, and the Foundation may not refuse.

7. Investigations of sexual harassment incidents shall follow these principles:
(1) Investigations shall be objective, fair, and professional, giving the parties full opportunity to state their views and defend themselves. Where the victim's statement is clear and further questioning unnecessary, repeated questioning shall be avoided.
(2) The privacy and other personality interests of the parties and related persons shall be protected during the investigation.
(3) Where there is a power imbalance between the parties or witnesses, confrontation between them shall be avoided.
(4) During the investigation, referral to or provision of psychological counseling and legal assistance may be made proactively in light of the parties' physical and mental condition.
(5) Proceedings on sexual harassment complaints are not public. Persons participating in the investigation and deliberation are bound to confidentiality regarding the complaint. Violations may, upon a motion by one member and resolution of the Review Committee, be submitted to the Board to remove the violator from committee or related posts, with discipline under the relevant rules.

8. A complaint shall not be accepted in either of the following circumstances:
(1) The complaint does not follow the prescribed procedure and correction cannot be requested, or correction is not made within fourteen days of notice.
(2) A new complaint is filed on the same grounds after a complaint decision or withdrawal.

9.
(1) Recourse for the complainant:

1. Where the employer fails to act, or the complainant disagrees with the investigation or disciplinary outcome by the respondent's employer, the complainant may complain to the local competent authority.
2. After a sexual harassment complaint is closed, no new complaint may be filed on the same grounds.

(2) Recourse for the respondent:

1. A respondent who objects to the decision on a complaint may, within twenty days from the day after receiving written notice, file a request for reconsideration with the Review Committee. Where the grounds arose or became known later, the twenty-day period runs from the time of knowledge.
2. A request for reconsideration shall state its reasons in writing and be submitted to the Review Committee together with a copy of the original decision.
3. After a complaint under Subparagraph 1 is closed, no new request may be filed on the same grounds.

10.

(1) An investigator shall recuse from a complaint investigation in any of the following circumstances:

1. The investigator, or the investigator's spouse or former spouse, a blood relative within the fourth degree, or a relative by marriage within the third degree, or a person who formerly had such a relationship, is a party to the incident.
2. The investigator, or the investigator's spouse or former spouse, shares rights or obligations with a party in respect of the incident.
3. The investigator is or was a party's agent or assistant in the incident.
4. The investigator was a witness or expert in the incident.

(2) A party may apply for an investigator's recusal in either of the following circumstances:

1. The investigator falls under the preceding paragraph but does not recuse.
2. There are concrete facts sufficient to suggest bias in the conduct of the investigation.

(3) Such an application shall state its causes and facts, be submitted to the Review Committee, and be appropriately substantiated; the investigator concerned may submit a written opinion on the application.
(4) Pending the Review Committee's decision on the application, the investigator concerned shall halt the investigation, except for necessary measures in urgent circumstances.
(5) Where an investigator falls under Paragraph 1 but does not recuse and no party has applied for recusal, the Review Committee shall order the recusal.

11.

(1) No person who complains, testifies, assists, or otherwise participates in the complaint or investigation of a sexual harassment incident shall be subjected to improper differential treatment.
(2) Supervisors at all levels shall not take adverse action against staff for filing a complaint or assisting another to complain. Violators shall be disciplined according to the severity of the circumstances.

12. Where sexual harassment is confirmed by investigation, the Foundation shall discipline the offender appropriately according to the severity, ensure that the Review Committee's resolutions and measures are effectively implemented, and follow up, evaluate, and monitor to prevent recurrence or retaliation.

13.

(1) Review Committee members may receive a drafting fee for writing investigation reports; invited scholars and experts may receive attendance fees for Review Committee meetings.
(2) The Review Committee's expenses are covered by the Foundation's relevant budget items.

14. The Foundation shall encourage employees to attend education and training on sexual harassment prevention, and shall reasonably plan such courses in on-the-job training.

15.
(1) The Foundation shall issue a written statement prohibiting workplace sexual harassment.
(2) The Foundation's complaint channel: complaint email helpme@jrf.org.tw

16. Where covered persons work in workplaces not under the Foundation's control or management, the Foundation shall identify the types of sexual harassment risk in the working environment, provide necessary protective measures, and inform them in detail in advance.
17. Amendments to these Directions take effect upon adoption by the Board.

Adopted by the Board on May 18, 2020. Article 9, Subparagraph 6 amended by the Board on December 11, 2020. Articles 2, 6, 7 Paragraph 1, 8, and 10 Paragraph 4 amended at the first meeting of the 10th Board on May 13, 2024. Articles 6 through 16 deleted and new Articles 6 through 11 amended by the Board via its mailing group in June 2024.

1. The Judicial Reform Foundation (hereinafter "the Foundation") establishes these Directions to prevent sexual harassment and protect victims' rights, pursuant to Article 7, Paragraph 2 of the Sexual Harassment Prevention Act.

2.
(1) Sexual harassment under these Directions means conduct, other than sexual assault offenses, carried out against another person against that person's will and related to sex or gender, in either of the following circumstances:

1. By explicit or implicit means, by discriminatory or insulting words or conduct, or by other methods, harming another person's dignity, or creating a situation that instills fear, or feels hostile or offensive, or improperly affecting that person's work, education, training, service, plans, activities, or normal life.
2. Using the other person's submission to or rejection of the conduct as a condition for that person or others to gain, lose, or suffer reduction of rights or interests in learning, work, training, service, plans, or activities.

(2) Sexual harassment through abuse of power means sexual harassment committed by using power or opportunity against a person under one's supervision, care, or guidance through education, training, medical care, public duties, business, job-seeking, or other similar relationships.

3. These Directions apply to sexual harassment by Foundation employees governed by the Sexual Harassment Prevention Act. They do not apply to conduct to be handled under the Act of Gender Equality in Employment or the Gender Equity Education Act.
4. The Foundation shall prevent sexual harassment, build a friendly working environment, and eliminate hostile factors arising from sex or gender in the workplace, so as to protect employees from the threat of sexual harassment.

5. Upon learning of sexual harassment, the Foundation shall take immediate and effective corrective and remedial measures, attending to the following:

(1) Protecting the victim's rights and privacy, and assisting the victim to complain and to preserve relevant evidence.

(2) Maintaining or improving the safety of the premises concerned.

(3) Assisting in notifying the police to attend when necessary.

(4) Other preventive and improvement measures.

(5) Where the harasser is a Foundation employee, imposing appropriate discipline or taking appropriate action.

6. Complaint mechanism:

(1) When a victim of sexual harassment complains to the Foundation, the Foundation shall assist the party in filing a complaint with the police of the place where the incident occurred.

(2) The Foundation's complaint email: helpme@jrf.org.tw.

7. Where sexual harassment is confirmed by investigation, the Foundation shall discipline the offender appropriately according to the severity, and shall follow up, evaluate, and monitor to prevent recurrence or retaliation.
8. The Foundation shall regularly hold, or encourage personnel to attend, education and training on sexual harassment prevention each year, and shall reasonably plan courses on gender equality and sexual harassment prevention in on-the-job training. Participants receive official leave registration and subsidies for registration fees.

9. Points 4, 5, 7, and 8 apply mutatis mutandis to sexual assault offenses.

10. Amendments to these Directions take effect upon adoption by the Board.

Adopted at the 6th meeting of the 8th Board on December 9, 2019.
Article 7 amended at the 1st meeting of the 10th Board on May 13, 2024.

1. Article 1 (Purpose and scope)
   To build an organizational culture of ethical management and sound development, the Judicial Reform Foundation (hereinafter "the Foundation") establishes these Ethical Management Rules (hereinafter "these Rules") pursuant to Article 24, Paragraph 2 of the Foundations Act and the Ministry of Justice's guiding principles on ethical management for legal-affairs foundations.
   These Rules apply to the Foundation and its branch offices. (Taichung Office)
2. Article 2 (Prohibition of unethical conduct)
   The Foundation's directors, supervisors, Executive Director, persons holding equivalent positions, and other persons engaged in the Foundation's personnel, financial, or business management (hereinafter "managers of the Foundation") shall not, in the course of organizational and operational activities, directly or indirectly offer, promise, request, or accept any improper benefit, or commit other unethical acts in breach of good faith, law, or fiduciary duty (hereinafter "unethical conduct").
   Persons not covered by the preceding paragraph who in substance perform directors' duties for the Foundation, or who in substance control its personnel, financial, or business management and thereby in substance direct its managers, are equally bound by these Rules.
   The counterparties of unethical conduct include public officials, candidates for public office, political parties or party staff, and any public or private enterprise or institution and its directors, supervisors, managers, employees, de facto controllers, or other interested parties.
   Benefits under these Rules mean anything of value, including money, gifts, commissions, positions, services, preferential treatment, kickbacks, and facilitation payments of any form or in any name.
3. Article 3 (Restrictions on donations and receipt of benefits)
   Direct or indirect donations by managers of the Foundation to political parties or to organizations or individuals engaged in political activities shall comply with the Political Donations Act and shall not be used to seek direct or indirect business advantage or transactional benefit.
   Charitable donations or sponsorships by managers of the Foundation shall comply with the relevant laws and internal procedures and shall not constitute disguised bribery.
   Managers of the Foundation shall not directly or indirectly offer or accept gifts, hospitality, or other benefits inconsistent with principles of organizational governance in order to build business relationships or influence business transactions.
   Managers of the Foundation shall not use their positions to obtain improper benefits for themselves, their spouses, parents, children, or any other person.
4. Article 4 (Confidentiality)
   In performing their duties, managers of the Foundation shall comply with laws and the Foundation's rules and keep confidential the secrets and business-sensitive information obtained in the course of business.
5. Article 5 (Conflicts of interest)
   Managers of the Foundation shall proactively disclose whether they have potential conflicts of interest with the Foundation.
   Where a manager has an interest, personally or through a juridical person the manager represents, in a matter before the Board that may harm the Foundation's interests, the manager shall recuse from the discussion and voting on that matter and shall not exercise voting rights as proxy for another director. Directors shall not improperly support one another.
   Where other directors consider that a manager falls under the preceding paragraph, they shall raise the matter at the Board meeting, and the directors shall decide by ordinary resolution whether to request that manager's recusal.
6. Article 6 (Reporting procedure)
   A manager who offers, promises, requests, or accepts benefits in the Foundation's name shall notify the Secretariat and fully explain the counterparty, purpose, and benefits involved. The same applies where a manager has a conflict of interest with the Foundation.
   Upon receiving such notice, the Secretariat shall inform the Foundation's other managers of its content and of the parts involving the Foundation's business.
7. Article 7 (Whistleblowing procedure)
   Any person who discovers a manager's violation of these Rules may report it to the Foundation.
   The Foundation shall establish an independent, confidential whistleblowing mailbox, announced on its official website and intranet. Whistleblowers must identify themselves and state concrete evidence through the mailbox; upon acceptance, the Foundation conducts the ensuing investigation and handling.
   Where the subject of the report is the Chairperson, the whistleblower may report to any supervisor.
   Upon receiving a report under the preceding two paragraphs, the Chairperson or a supervisor may convene the Board to consider disciplinary action.
   Where the subject of the report is a director or supervisor, that director or supervisor shall not attend the Board meeting concerned.
   Managers of the Foundation shall keep the whistleblower's identity and the report's content strictly confidential until the Board resolves on disciplinary action.
   Managers of the Foundation shall not mistreat or take adverse action against a whistleblower on account of the report.
   Procedural matters not provided for in this article are governed mutatis mutandis by the Administrative Procedure Act.
8. Article 8 (Types of discipline and damages)
   For a reported person who violates these Rules, the Board may impose the following discipline according to the severity:
   1. Reprimand.
   2. Suspension of rights, for one month to three years.
   3. Removal from office.
   Where the foregoing causes the Foundation pecuniary or non-pecuniary damage, the Board may also resolve that the reported person is liable to the Foundation for damages.
   Where a Board resolution violates the preceding paragraph and causes damage to the Foundation, the directors who participated in the resolution are liable to the Foundation, except those whose dissent is proven by the minutes or a written statement.
   After the Board imposes discipline under this article, the Secretariat shall publish the person's relevant information, the facts of the violation, and the handling on the Foundation's intranet.
9. Article 9 (Enhanced prevention)
   The Board shall exercise the due care of a good administrator to urge the Foundation to prevent unethical conduct, and shall review the effectiveness of implementation from time to time and improve continuously, ensuring the ethical management policy is carried out.
   For sound ethical management, the Executive Director or a person authorized by the Board is responsible for supervising the implementation of the ethical management policy and prevention programs, reporting regularly to the Board and the supervisors.
   The Secretariat shall analyze, from reported cases, the activities with higher risk of unethical conduct, and submit enhanced prevention procedures to the Board for adoption.
10. Article 10 (Education and training)
    The Executive Director or a person authorized by the Board shall explain the Foundation's ethical management policy to the other managers of the Foundation.
    The Foundation shall hold education, training, and awareness programs for its managers every three years, and may invite counterparties doing business with the Foundation to participate, so that they fully understand the Foundation's commitment, policy, prevention programs, and the consequences of unethical conduct.
11. Article 11 (Review and amendment)
    The Foundation shall keep abreast of domestic and international developments in ethical management standards, and encourage suggestions from any person, using them to review and improve its Ethical Management Rules and policy and enhance their effectiveness.
12. Article 12 (Effective date)
    These Rules take effect upon adoption by the Board, as do their amendments.