SM

1. a. Overview of the Company
SM Investments Corporation is engaged in the property, retail, and financial services and other
businesses. The Company operates through three segments: property, retail, and financial
services and others. The property segment is involved in mall, residential and commercial
development, and hotels and convention centers operations. The retail segment is engaged in the
retail/wholesale trading of merchandise, such as dry goods, wearing apparels, food and other
merchandise. The financial services and others segment primarily includes the Company, which
engages in asset management and capital investments, and associates, which are involved in
financial services. It operates department stores through THE SM STORE and food retail stores
under SM Markets consisting of SM Supermarket, SM Hypermarket, Savemore, as well as
Walter Mart. SM Prime is a real estate conglomerate in Southeast Asia with interests in malls,
residences, office buildings, resorts, hotels and convention centers.
Our Company
SM Investments Corporation (SMIC) is a leading Philippine company that is invested in market
leading businesses in retail, banking and property. It also invests in ventures that can capture the
high growth opportunities in the emerging Philippine economy. It looks for market leaders or
those with potential to become leaders in their chosen sectors that offer synergies and attractive
returns and cashflows.
SMIC was listed on the Philippine Stock Exchange (PSE) in 2005 (PSE: SM). Its assets include
blue-chip listed firms SM Prime Holdings, BDO Unibank and China Banking Corporation.
Retail
SMIC’s retail operations under SM Retail, Inc. are the country’s largest and most diversified
with its food (SM Markets, WalterMart, Alfamart) , non-food (THE SM STORE) and specialty
retail stores which are leading players that provide consumers with an aspirational lifestyle,
reliable service, quality products and consistent convenience.
Property
SMIC’s property arm, SM Prime Holdings, has become one of the largest integrated property
developers in the country and in Southeast Asia with interests in malls, residences, office
buildings, resorts, hotels and convention centers and tourism-related property developments.
SM Prime is the Philippines’ largest mall developer, both in terms of gross floor area (GFA) and
geographical reach. In China, the company’s malls are in second- and third-tier cities, a strategy
that the company will maintain as it grows further in numbers. A trailblazer in the Philippine

2. residential business, SM Prime has offerings mainly in key cities in Metro Manila and the
provinces.
Banking
SMIC has the largest footprint in the Philippines through BDO Unibank, Inc. and China Banking
Corporation.
BDO is the Philippines’ largest bank in terms of total resources, loans and deposits and is also
the market leader in most key business segments such as investment banking, asset management,
wealth management, remittances, credit cards, insurance and leasing.
China Bank is the 6th largest bank in terms of assets, loans and deposits and is uniquely
positioned to service the needs of emerging companies and small- and medium-scale enterprises
building on its long-term relationships that date back to the post-war era. Its acquisitions in
recent years signal China Bank’s desire to grow further in scale, market reach and product base.
Equity Investments
In all its portfolio investments, SM finds the best partners who know the businesses, manage the
inherent risks and deliver superior returns.
SMIC’s investments are in integrated resorts through Belle Corporation, in copper mining
through Atlas Consolidated Mining and Development Corporation, in community mall chain
CityMall, office towers under the NEO Subsidiaries and Neo Associates, in logistics
firm 2GO Group, in the country’s leading bakeshop Goldilocks, and in Philippines Urban Living
Solutions, Inc, the largest co-living provider in the country which manages and
operates MyTown .
In 2019, SMIC entered into a joint venture with Grab Philippines as part of the company’s move
toward end-to-end solutions and digital innovations in its businesses.
History
Year Milestone
1958 SMIC started as a shoe store called Shoemart
1972 Henry Sy’s small corner along Carriedo evolved into a full blown
department store selling shoes and also variety of fashion wear considering
international trends.
1976 Banco de Oro Savings was founded which is their main banking service
1980-1984 More SM department stores open in Cubao, Quezon City and Harrison Plaza

3. in Manila.
1985 Sy opened the first mall on EDSA called SM North EDSA
1990s Start of the malling phenomenon as SM built one new mall after another
1994 SM Prime Holdings, Inc. was incorporated to become the vehicle for SM’s
mall operation
2001 SM’s first mall in China opened in Xiamen
2003 SM Development Corporation, SM’s property developer, unveiled its
maiden condominium project
2005 SM Investments went public and raised over USD500 million and was
considered the largest IPO at that time.
2006 SM Mall of Asia, SM Prime’s flagship and the country’s largest mall back
then, was opened
2007 SM launched Hamilo Coast, a large-scale eco-tourism project in Batangas
2008 SM commemorates its 50th anniversary and at the same year, SM acquired
majority ownership of National University.
2012 Mall of Asia Arena opened
2013 SM Prime Holdings announced a landmark merger of all SM’s property
assets to create a company that holds interests in malls, residences (under
SM Development Corporation), offices, hotels and convention centers (SM
Hotels and Conventions Corp.) as well as leisure-related developments
(Costa del Hamilo, Inc.).
2016 announces the merger of its retail arm, SM Retail, Inc. with several retail
companies
2017 reaches One Trillion Peso Market Capitalization following SM Prime’s
historic feat of being the first company to record One Trillion Peso Market
Capitalization
2019 Entered into joint venture with Grab Philippines
B. Corporate structure and joint ventures, subsidiaries, segments or industries
Corporate structure
Henry Sy
Chairman Emeritus
Henry Sy, Sr. was the Chairman Emeritus of the Board of Directors of SMIC. He was
the founder of the SM Group and was Chairman Emeritus of SM Prime Holdings, Inc.,
SM Development Corporation, and Highlands Prime, Inc., BDO Unibank, Inc., and

4. Honorary Chairman of China Banking Corporation until his passing. Mr. Sy opened the
first ShoeMart store in 1958 and has since evolved into a dynamic group of companies
with three lines of businesses – retail, banking, and property.
Jose T. Sio
Chairman of the Board
Designation
Chairman of the Board (Non-Executive Director)
Member, Audit Committee
Member, Risk Management committee
Member, CompensationCommittee
Member, Related Party Transactions Committee
Positions in other Reporting Companies
Belle Corporation– Director
China Banking Corporation- Director
Atlas Consolidated Mining and DevelopmentCorporation – Director
Teresita T. Sy
Vice Chairpersonof The Board
Designation
Vice Chairpersonof The Board (Non-Executive Director)
Chairperson, CompensationCommittee
Chairperson, Executive Committee
Positions in other Reporting Companies
BDO Unibank, Inc – Executive Director (Chairperson)

5. Henry T. Sy, Jr.
Vice Chairman of the Board / Non-Executive Director
Positions in other Reporting Companies
SM Prime Holdings, Inc – Chairman
Harley T. Sy
Executive Director
Designation
Member, Executive Committee
Positions in other Reporting Companies
China Banking Corporation – Director
Frederic C. DyBuncio
President/CEO
Designation
Member, Executive Committee
Positions in other Reporting Companies
2GO Group Inc. – President/CEO/Director
Atlas Consolidated Mining and DevelopmentCorp – Vice Chairman

6. Tomasa H. Lipana
IndependentDirector
Designation
Chairperson, Audit Committee
Member, Corporate Governance Committee
Positions in other Reporting Companies
No directorships in other listed companies.
Alfredo E. Pascual
Lead IndependentDirector
Designation
Chairman, Corporate Governance Committee
Chairman, Related Party Transactions Committee
Member, Audit Committee
Member, CompensationCommittee
Position in other PLCS
ConcepcionIndustrial Corporation IndependentDirector
Megawide Construction Corporation – IndependentDirector
AsiabestGroup International Inc. – IndependentDirector
Robert G. Vergara
IndependentDirector

7. Designation
Chairman, Risk Management Committee
Member, Corporate Governance Committee
Member, Related Party Transactions Committee
Positions in other Reporting Companies
Metro Pacific Hospital Holdings, Inc. IndependentDirector
SM Investments Corporation (SMIC) is a holding company. It operates
through subsidiary entities in retail, tourism, shopping mall, banking, and
real estate developmentsectors.The company develops,operates and
maintains residential, commercial,hotels and convention centers and
leisure and resorts properties.SMIC operates in retail business through a
network of retail stores that sell apparels, food and other merchandise. The
company also offers financial services such as banking, leasing and
financing, investment banking and allied services.It operates under brands
SM stores,SM markets, SM Residences,SM CommercialProperties and
SM Hotel. The company’s operations are spread across China and
Philippines. SMIC is headquartered in Pasay, Philippines.
d. Company Policies
Policies Description
Code of Ethics The Code of Ethics states the principles that

8. guide SMIC’s Directors, officers and
employees in the performance of their duties
and responsibilities, and in their transactions
with investors, creditors, customers,
contractors, suppliers, regulators and the
general public. The Code underlines the
importance of integrity in the relationships and
dealings with business partners, and highlights
the Company’s duties regarding employee
welfare, the rights of shareholders, the
protection of material company information
and the importance of corporate social
responsibility.
Employee Welfare In line with its mission and vision, SMIC
strives to be an employer of choice and
provides for the health, safety and welfare of
its employees. The Company has established
policies and programs that promote a safe and
healthy work environment that caters to all
cultures and creeds and encourages employee
development and growth.
Orientations and Training SMIC remains committed to providing its
directors, officers and employees opportunities
for growth and development through its
various training and orientation activities.
To keep pace with the latest in corporate
governance practices, SMIC periodically
reviews and enhances its Manual on Corporate
Governance, Code of Ethics and other
corporate governance related policies.
Insider Trading Policy Directors, officers and employees are
prohibited from trading in the Company’s
shares, five (5) trading days before and two (2)
trading days after the disclosure of any
material, stock price-sensitive information.
SMIC issues reminders of the “trading ban”,
before the release of financial reports or the
disclosure of other material information to
ensure compliance with the policy. Trading

9. done by directors and officers are reported
within three (3) days of the transaction.
Related Party Transactions SMIC discloses the nature, extent and
information on transactions with related parties
in the Company’s financial statements and
quarterly and annual reports. The Related Party
Transactions Committee is tasked to review all
related party transactions and ensure that these
are conducted at arm’s length.
Conflict of Interest Policy SMIC’s Conflict of Interest policy defines a
conflict as a situation wherein a director,
officer or employee has or appears to have a
direct or indirect personal interest in any
transaction, which may deter or influence him
from acting in the best interests of the
Company. Any director, officer or employee
involved in an actual or potential conflict of
interest is required to immediately disclose
said conflict to the Company.
Guidelines on Acceptance of Gifts and
Travel Sponsored by Business Partners
Based on the provisions of the Code of Ethics,
SMIC’s directors, officers and employees are
prohibited from soliciting or accepting gifts,
hospitality, and/or entertainment in any form
from any business partner. The term gift covers
anything of value, such as but not limited to
cash or cash equivalent. The guidelines provide
exceptions such as corporate giveaways, tokens
or promotional items of nominal value. In the
same manner, travel sponsored by any current
or prospective business partner is prohibited.
Guidelines on Placement of Advertisments SMIC issued a policy to prohibit the placement
of advertisements in publications that solicit
for such ad placement prior to the release of
the official results of an awarding process
conducted by the publication and where an SM
company or director, officer or employee is
one of the nominees vying for the award. SM
may consider placing advertisements in such
publications as part of its over-all marketing
strategy, but only after the release of the results

10. of the awarding process and where it will not
create reasonable doubt that such ad placement
influenced in any way an award given to an
SM company or director, officer or employee.
Policy on Accountability, Integrity and
Vigilance (Whistleblowing Policy)
SMIC’s whistleblowing policy, referred to as
the Policy on Accountability, Integrity and
Vigilance (PAIV), was adopted to create an
environment where concerns and issues, made
in good faith, may be raised freely within the
organization. Under the policy, any SMIC
director, officer or employee may accomplish
an incident report on suspected or actual
violations of the Code of Ethics, the
Company’s Code of Conduct or any other
applicable law or regulation. Upon receipt of
an incident report, Management conducts an
investigation on its merit, subject to due
process and applicable penalties and sanctions
thereafter.
Policy for Vendor Selection and Purchase of
Goods and Services
Existing and potential vendors and suppliers
are required to conform to the Company’s
Code of Ethics as a pre-requisite for the
accreditation process.
Upholding Creditor’s Rights SMIC upholds the rights of creditors thru the
timely and accurate disclosure of all material
information, such as but not limited to earning
results and risk exposures, relating but not
limited to loans and loan covenant agreements.
Alternative Dispute Resolution System Ensures that the Company maintains an
alternative dispute resolution system to settle
conflicts between the Company and its
stockholders or other third parties, including
regulatory authorities.
SM | SM Investments Corp Stock Price - Investing.com PH
58 years of SM: Milestones and Development | The Manila Times
SMIC (sminvestments.com)

11. SM Investments Corporation (SM) - Financial and Strategic SWOT Analysis Review
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SMIC (sminvestments.com)
SM INVESTMENTS CORPORATION : Shareholders Board Members Managers and Company
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