In 2015, the Interchange Fee Regulation (EU/2015/751) (“IFR”) came into force in EU, requiring a separation between card schemes and processing entities in terms of accounting, organization and decision-making processes. Such IFR applies to card-based payment transactions carried out within EU, where both the payer's payment service provider and the payee's payment service provider are located therein.

UnionPay therefore comes up with this code of conduct to help UnionPay staff understand the requirements of the IFR and provide guidance for such staff to be fully compliant as it relates to such aforementioned transactions only.

This Code of Conduct will take effect on February 7, 2018. If there are questions or concerns about this Code of Conduct, please feel free to contact UnionPay Legal and Compliance Section at Legalteam@unionpayintl.com.

(1) Staff independence
Staff of EEA scheme will be different from staff of EEA processing entity.

(2) Compensation framework
Compensation for EEA scheme staff will not reflect or depend on the performance of EEA processing entity, and vice-versa.

(3) Separate accounting process
EEA scheme and EEA processing entity will have separate accounting process to produce financial information on separated profit and loss accounts.

(4) Management and decision-making
The senior management of EEA scheme will be different from the senior management of EEA processing entity, and act autonomously. The EEA scheme and the EEA processing entity will have independent annual operating plans which are subject to their respective management teams’ approval.

(1) Prohibition on exchange of sensitive information
Sensitive information refers to information that could provide either EEA scheme or EEA processing entity with competitive advantage or other economic value compared to their competitors in EEA.

Staff of EEA scheme is prohibited from exchanging sensitive information with EEA processing entity, and vice-versa.

In case any staff is not sure whether the information is of sensitive nature, please consult with Legalteam@unionpayintl.com before sharing it with other entities.

(2) Use of shared services
Staff of EEA scheme may work with staff of EEA processing entity in shared services. However, no sensitive information should be shared between EEA scheme and EEA processing entity in the use of such services.

(3) Use of shared information management system
EEA scheme staff and EEA processing entity staff will be separately identified when access to the shared information management system. Both entities’ staff will comply with internal system access control and restrictions and may not try to access sensitive information of the other entity.

(4) Co-development and Innovation Collaboration
The co-development and innovation collaboration between EEA scheme and EEA processing entity may not give EEA processing entity a competitive advantage over its competitors in the EEA.

The co-development and innovation collaboration may not lead to an exchange of sensitive information between EEA scheme and EEA processing entity.

EEA processing entity’s innovation product will comply with interoperability requirement under the IFR.

Staff of EEA scheme may not share any sensitive information of EEA scheme to EEA processing entity.

Staff of EEA scheme may not seek any sensitive information of EEA processing entity.

Staff of EEA scheme may work with staff of EEA processing entity in shared services or co-development/innovation collaboration, but no sensitive information could be shared between such two entities.

Staff of EEA scheme is required to comply with internal system access control and restrictions and may not try to get access to sensitive information of EEA processing entity.

In case any staff of EEA scheme has questions or concerns with respect to such Code of Conduct, or unintentionally shared sensitive information with EEA processing entity, please contact Legalteam@unionpayintl.com.

Staff of EEA processing entity may not ask for more favorable treatment from EEA scheme.

Staff of EEA processing entity may not share any sensitive information of EEA processing entity to EEA scheme.

Staff of EEA processing entity may not seek any sensitive information of EEA scheme.

Staff of EEA processing entity may work with staff of EEA scheme in shared services or co-development/innovation collaboration, but no sensitive information could be shared between such two entities.

Staff of EEA processing entity is required to comply with internal system access control and restrictions and may not try to get access to sensitive information of EEA scheme.

In case any staff of EEA processing entity has questions or concerns with respect to such Code of Conduct, or unintentionally shared sensitive information with EEA scheme, please contact Legalteam@unionpayintl.com.

UnionPay staff outside EEA may not provide sensitive information of EEA scheme to EEA processing entity.

UnionPay staff outside EEA may not provide sensitive information of EEA processing entity to EEA scheme.

In case any UnionPay staff outside EEA has questions or concerns with respect to such Code of Conduct, please feel free to contact Legalteam@unionpayintl.com.