FORM 20-F - umc.com

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, 20549 FORM 20-F (Mark One) REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report For the transition period from to Commission file number 001-15128 United Microelectronics Corporation (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant s name into English) Taiwan, Republic of China (Jurisdiction of incorporation or organization) No.

2 3 Li-Hsin Road II, Hsinchu Science Park, Hsinchu City, Taiwan, Republic of China (Address of principal executive offices) Chitung Liu, +886-2-2658-9168, 8F, No. 68, Section 1, Neihu Road., Taipei 11493, Taiwan (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act. Title of each className of each exchange on which registeredAmerican Depositary Shares, as evidenced by American Depositary Receipts, each representing 5 Common SharesNew York Stock ExchangeSecurities registered or to be registered pursuant to Section 12(g) of the Act. None (Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

3 None (Title of Class) Indicate the number of outstanding shares of each of the issuer s classes of capital or common stock as of the close of the period covered by the annual report. 12,624,318,715 Common Shares of Registrant issued as of December 31, 2017 (including 400,000,000 treasury shares) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

4 Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T ( of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of large accelerated filer, accelerated filer, and emerging growth company in Rule 12b-2 of the Exchange Act.

5 Large accelerated filer Accelerated filer Non-accelerated filer Emerging growth company If an emerging growth company that prepares its financial statements in accordance with GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. The term new or revised financial accounting standard refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

6 Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: GAAP International Financial Reporting Standards as issuedby the International Accounting Standards Board other If other has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

7 Yes No UNITED MICROELECTRONICS CORPORATION FORM 20-F ANNUAL REPORT FISCAL YEAR ENDED DECEMBER 31, 2017 Table of Contents PageSUPPLEMENTAL INFORMATION 1 PART OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS4 ITEM STATISTICS AND EXPECTED TIMETABLE4 ITEM INFORMATION4 ITEM ON THE COMPANY22 ITEM STAFF COMMENTS41 ITEM AND FINANCIAL REVIEW AND PROSPECTS41 ITEM , SENIOR MANAGEMENT AND EMPLOYEES57 ITEM STOCKHOLDERS AND RELATED PARTY TRANSACTIONS61 ITEM INFORMATION62 ITEM OFFER AND LISTING64 ITEM INFORMATION65 ITEM AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK85 ITEM OF SECURITIES other THAN EQUITY SECURITIES87 PART , DIVIDEND ARREARAGES AND DELINQUENCIES89 ITEM MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS89 ITEM AND PROCEDURES89 ITEM STATEMENTS94 ITEM STATEMENTS94 ITEM 94i SUPPLEMENTAL INFORMATION The references to United Microelectronics , we , us , our.

8 Our company and the Company in this annual report refer to United Microelectronics Corporation and its consolidated subsidiaries, unless the context suggests otherwise. The references to Taiwan and refer to Taiwan, Republic of China. The references to China and PRC refer to People s Republic of China. The references to shares and common shares refer to our common shares, par value NT$10 per share, and ADSs refers to our American depositary shares, each representing five common shares. The ADSs are issued under the Deposit Agreement, dated as of October 21, 2009, as amended, supplemented or modified from time to time, among United Microelectronics, JPMorgan Chase Bank, and the holders and beneficial owners from time to time of American Depositary Receipts issued thereunder.

9 The references to TIFRSs refers to the Taiwan International Financial Reporting Standards as issued by the Financial Supervisory Commission in the Republic of China, IFRSs refers to International Financial Reporting Standards as issued by the International Accounting Standards Board, or IASB, and GAAP refers to the generally accepted accounting principles in the United States. Any discrepancies in any table between totals and sums of the amounts listed are due to rounding. We publish our financial statements in New Taiwan dollars, the lawful currency of the In this annual report, NT$ and NT dollars mean New Taiwan dollars, $ , US$ and dollars mean United States dollars, means Japanese Yen, RMB means Renminbi and means EURO.

10 FORWARD-LOOKING STATEMENTS IN THIS ANNUAL REPORT MAY NOT BE REALIZED Our disclosure and analysis in this annual report contain or incorporate by reference some forward-looking statements. Our forward-looking statements contain information regarding, among other things, our financial condition, future expansion plans and business strategy. We have based these forward-looking statements on our current expectations and projections about future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. Although we believe that these expectations and projections are reasonable, such forward-looking statements are inherently subject to risks, uncertainties and assumptions about us, including, among other things: our dependence on frequent introduction of new product services and technologies based on the latest developments; the intensely competitive semiconductor, communications, consumer electronics and computer industries and markets; risks associated with our international business activities; our dependence on key personnel.