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SM group, composed of 7 listed companies, is one of the

largest listed companies in the Philippines, established in 1958 by Mr.

Henry Sy, Sr., a Filipino of Chinese descent. SMs major businesses

cover areas of mall operation, hotel, retail (supermarkets,

department stores and brand stores), tourism, banking and financial

services.

SM Group was founded by Mr. Henry Sy, Sr. in 1958 and

includes the supermarket, department store, shopping center,

banking, real estate development, and tourism sectors. Shopping

centers are the companys core businesses. SM Group has 52 large-

scale shopping centers in the Asia, with a total area of more than

6.00 million square meters and a daily customer flow of nearly 4

million. SM Group now possesses three of the worlds top ten

shopping centers: SM City North EDSA is the world's third-largest

shopping center, SM Mall of Asia, located in Manila Bay, is the

world's fourth large shopping center, and SM Megamall is the worlds

seventh largest shopping center.

Since entering the Chinese market, SM Group has set up

shopping centers in Xiamen, Jinjiang, Chengdu, Suzhou, Chongqing,

Zibo, Tianjing cities. These projects have demonstrated the goal and

impact of SM Groups strategy to build "new centers of urban life"

and have improved local business facilities and quality of life.

As chairman of SM Prime Holdings, Mr. Henry Sy, Sr. is

acknowledged as Retail King of the Philippines. In 2005, the

American magazine Times covered a story on the SM

management. SM Prime Holdings was rated as One of Asias Most

Admired Companies by The Wall Street Journal Asia in 2006.

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History

On October 1958, Henry Sy, Sr. opened the first Shoemart

store along Rizal Avenue in downtown Manila. In the 1960s, the

company expanded its shoe store chain. It was one of the pioneers

in the new urban centers when it opened bigger shoe outlets in the

Makati Commercial Center in 1963, and in Cubao in 1967. Shoemart

marked its shift from a shoe store to a full department store, in the

1970s. They were SM Quiapo in Echague (now Carlos Palanca St.) in

1972, SM Makati in 1975, SM Cubao in 1978 and the first store outside

Metro Manila, SM Delgado in Iloilo City in 1979. SM positioned itselffor growth in the 1980s, diversifying into the supermarket and

appliance store business. Late 1985 marked the opening of a

shopping mall, the SM City North EDSA.

In 2011, some new existing branches of SM Department

Store were renamed as "The SM Store". First used in Agana Shopping

Center. SM City Masinag was the first SM Supermall to use the "SM

Store" brand.

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Vision

SM Prime envisions to be a leader in world-class mall

development, committed to deliver the daily needs of millions by

offering a total mall experience and creating a richer, better qualityof life

Mission

SM Prime commits to the following mission:

To constantly provide customers with a fresh and world-class mall

experience through innovative and state-of-the-art facilities and

services;

To undertake wide-ranging corporate social responsibility

initiatives that provide greater service for customers with special

needs, and ensure environmental sustainability through various

programs on energy, water and air conservation;

To be an employer of choice, offering comprehensive

opportunities for career growth and enhancement;

To deliver sustainable long-term growth and increasing

shareholder value; and

To uphold its role as a catalyst for economic development.

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Retail Affiliates

Aside from bags, shoes and apparel, SM Department Store also

features other products through the following retail affiliates:

Watsons Personal Care

Baby and Company

Ace Express

Toy Kingdom Express

Homeworld

Kultura Pilipino

Levi's by Signature Lines

Stationary Department

Musicbox

Snack Exchange

Subsidiaries

Retail and Malls

SM Prime Holdings is the parent company of the SM Group's

shopping malls. It is the largest shopping mall and retail operator in

the Philippines. It was incorporated on January 6, 1994 by Filipino-

Chinese entrepreneur Henry Sy to develop, conduct, operate and

maintain SM commercial shopping centers and all businesses relatedthereto, such as the lease of commercial spaces in the compound

of shopping centers. It went public on July 5, 1994 and subsequently

grew to become the largest company listed on the Philippine Stock

Exchange in terms of revenue. The company's main sources of

revenues include rental income from mall and food courts, cinema

ticket sales and amusement income from bowling and ice-skating.

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As of this year, SM Prime become one the largest shopping mall

chains in the world with 40 supermalls with eight proposed/under

construction. Its largest mall and first of all SM malls is SM City North

EDSA. Alongside is the once-largest mall in the country, SM Mall of

Asia and the largest mall for a 15-year period, SM Megamall.

SM Prime operates the following:

SM Department Store

SM Department Store is the foundation of SM and the country's

leading lifestyle and fashion chain. SM Department Store has served

Philippine shoppers for 50 years, becoming the only country who has

more than 100 department stores. SM holds more than 50 SM

Department Stores nationwide.

SM Supermarket

SM Supermarket is the country's top supermarket chain. With an

extensive, nationwide presence and employing state of the art

retailing technology, it offers food and non-food products.

SaveMore Market

SM Hypermarket

SM Hypermarket is a rapidly growing retail chain, selling wet market,

grocery, general merchandise, and discount products.

Pilipinas Makro, Inc. (Makro)

Pilipinas Makro, Inc. (Makro) is the one-stop leading retail chain. Now

it is a member of SM Group.

Banking

Banco De Oro is the largest bank in the Philippines in terms ofassets. It is a full-service universal bank providing a wide range of

corporate, commercial, retail, private banking and investment

banking services through its 700 branches in key business and

commercial areas nationwide. It has the largest loan portfolio as well

as the largest trust of Philippine banks.

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China Banking Corporation

China Banking Corporation is the Philippines' fourth largest universal

bank by market capitalization. Established in 1920, it is the first

privately owned commercial bank in the Philippines. It is likewise the

first bank in Southeast Asia to process deposit accounts online in

1969 and the first Philippine bank to offer phone banking in 1988.

China Bank is one of the strongest and most profitable banks in the

Philippines today. The Bank posted a January to September 2009 net

income of P3.21 billion, 40.7% higher than the P2.28 billion income

recorded for the same period in 2008. This income performance

translates to a 15.53% return on equity and a 2.02% return on assets,

among the highest in the industry.

China Bank provides a wide range of banking services through 248branches and 388 ATMs nationwide (including China Bank Savings).

The bank continues to move forward with its aggressive branch

expansion plan and is on track to hitting its target of 300 branches by

2011.

Real estate property

SM Development Corporation is a fast-growing residential

property developer focusing on the premium middle market. SMDC

now operates SM Residences and MPlace.

Highlands Prime, Inc.

Highlands Prime is the leading high-end residential developer in

Tagaytay Highlands, an exclusive, world-class mountainside resort

and residential complex.

Mall of Asia Complex

The Mall of Asia Complex is an alternative business and

tourism district and the home of the SM Mall of Asia, SMX Convention

Center (the largest private venue in Philippines), One E-com Center

and Mall of Asia Arena (one of the largest private sports venue in

Philippines). The Mall of Asia Complex occupies 60 hectares of prime

land along the coast of scenic Manila Bay, offering choice locations

for business, tourism, retail, and leisure projects.

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SM Foundation is the corporate

responsibility arm of the SM Group of

Companies through which the SM Group

helps the communities it serves. These

communities are areas in the vicinity of the

SM department stores and super-malls that

are in need of assistance. The foundation

has various areas of advocacy: education,

scholarship programs, building

schoolhouses, a mall-based outreach program, health care,

medical missions, mobile clinics, hospital activity centers, housing

and community.

SM Cares is a program born to

consolidate and coordinate all of SM

Prime's corporate social responsibility (CSR)

initiatives. Carried out in all 40 SM malls

nationwide, SM Cares' award-winning CSRprojects cover environmental conservation

(energy, air and water), and assistance to

customers of SM malls with special needs

such as the disabled, special children, the elderly and nursing

mothers. SM Cares is SM Prime's commitment to be one of the

country's leading CSR advocates.

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EDUCATION

SM COLLEGE SCHOLARSHIP PROGRAM

The SM College Scholarship Program was established by SM

Foundation in 1993 to help provide quality education to bright but

underprivileged public high school graduates. The program has 1200

college scholars at any time nationwide. The scholars are enrolled in

73 colleges and universities in NCR, Baguio, Batangas, Bulacan,

Cavite, Laguna, Lucena, Pampanga, Pangasinan, Rizal, Tarlac,

Bacolod, Cagayan de Oro, Cebu, Davao, Iloilo.

To date, 1464 scholars have graduated from the program

and many of them are gainfully employed with the SM Group ofCompanies and other companies here and abroad.

SM Foundation takes pride in its scholars achievements. The

2012 batch of graduates composed of 164 scholars yielded 76 who

attained Latin Honors and Academic Distinction; 3 Summa cum

Laude, 13 Magna cum Laude, 45 Cum Laude, and 15 Academic

Distinction.

Chairman and Founder of the SM Foundation, Mr. Henry Sy Sr.together with the SM scholars during their General Assembly held

at the SM Mall of Asia.

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New graduates of the SM College Scholarship Program are eager

participants in a Job Offer organized by the SM Foundation and the

Human Resources Department of the different SM Group of

Companies.

SMFIKabayan Foundation in TOPS Search

In 2011, SMFI signed a MOA with Kabayan Foundation tomanage the search for TOPS (Ten Outstanding Public High School

Students). There are four awardees for Academic Excellence, four

for Leadership Excellence and two for Special Circumstances. The

winners receive full college scholarships plus monthly allowance.

TECHNICAL VOCATIONAL SCHOLARSHIP PROGRAM

SM Foundation also opened its scholarship program to enrolees

in Technical-Vocational courses in Punlaan School and Don Bosco,

Makati. There are scholars and graduates in this program.

Punlaan School Don Bosco Technical Institute, Makati

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SCHOOL BUILDING PROGRAM

The school building program assists in addressing the lack of

classrooms in public elementary and high schools. Since 2002, SMFIhas supported the Adopt-a-School Program of the Department of

Education. Its lead benefactor, SM Prime Holdings, Inc. through SM

Foundation has to date donated 46 school buildings with 114

classrooms. The classroom models are single-storey, two-classroom;

single-storey, four-classroom; and two-storey, four classroom. Out of

46 school buildings, 12 resulted from a partnership with Deutsche Ag

Manila Branch, Gfk Consulting, Stephen CuUnjieng and Banco De

Oro Foundation.

SCHOOL BUILDING SITES

LUZON

Rizal

Manuel I. Santos

Memorial N.H.S.

Sitio Tapayan

Elementary School

Muntindilaw National

High School

Bulcan

AFG Bernardino

Memorial Trade School

San Manuel Elementary

School

Pangasinan

Carmen Elementary

School

Guiling-Coliling

National H.S.

Baguio

Josefa CarioElementary School

Irisan National High

School

Pines City National

H.S.

Pinsao Annex

Batangas

Batangas National

H.S.NAVERA Annex

Looc National High

School

Bulacnin National

High School

Quezon

Padre Burgos

Elementary School

Ransohan

Elementary School

Dalahican

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Pampanga

Pandacaqui

Resettlement

Elementary School

San Vicente Central

School

Mabalacat Community

High School

Sapalibutad Elementary

School

Assumpta Technical

School

Cavite

Bagong Bayan

Elementary School

Paliparan III

Elementary School

Bacoor National

High School Annex

Malinta Elementary

School

Elementary School

Gov. Natalio &

Susana Enriquez E.S.

Naga

Don Manuel Abella

Elementary School

Tinago National High

School

NCR

Llano Elementary

School

D. Tuazon Elementary

School

Dr. Artemio Natividad

Elementary School

AGAPP School Building

Tanza Elementary

School

VISAYAS

Iloilo City

Ticud Elementary

School

Nabitasan

Elementary School

Montes Elementary

School

N.J. Ingore

Elementary School

Barrio Obrero

Elementary School

Bacolod City

Alangilan National

High School

Vista Alegre-

Granada Relocation

E.S.

MINDANAO

Cagayan De Oro

City

Consolacion

Elementary School

Mambuaya

Elementary School

Davao City

Tugbok National

High School

Communal

Elementary School

General Santos City

GSC-SPED

Integrated School

Banisil National High

School

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EDUCATIONAL TELEVISION (ETV) INFRASTRUCTURE TO PUBLIC

ELEMENTARY SCHOOLS

In 2005, SM Foundation partnered with ABS-CBN Foundation to helpprovide quality education for children enrolled in public elementary

schools thru educational TV (ETV). SM Foundation donated ETV

infrastructure with teacher training to 60 elementary schools in

Dasmarias Cavite, Batangas City and NCR.

Grade III pupils of Lankaan Elementary School, Dasmarinas, Cavite

with their teacher as facilitator, supplement their knowledge in

Science by viewing the educational TV materials.

Grade VI pupils of Vicente P. Villanueva Memorial Elementary

Schools watch one of 108 educational tapes from the Educational

package.

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HEALTH AND MEDICAL

MEDICAL MISSION PROJECT

Indigent families in areas within the vicinity of SM malls as well as disaster victims

are given assistance through the foundation's medical missions. Known as Gamot Para sa

Kapwa, these missions bring together the Department of Health medical volunteers,

NGO's and local officials.

HOSPITAL ACTIVITY CENTERS

Keeping in mind the plight of sick children, SM Foundation, Inc.

(SMFI) has set up SM Activity Centers in numerous pediatric wards of

Government Hospitals all over the country. The center is a fully

furnished recreation room that provides worthwhile activities to

chronically ill patients. Wall to wall murals, toys, play equipment and

educational materials are provided for. With Activity Center's child-

friendly approach --- children's fear and apprehensions of hospitals

and doctors are eased.

SM HOSPICE UNIT

While there is nothing more that can be done to cure, there is

no limit to what can be done to make the patient as comfortable as

possible. SM Foundation creates the appropriate atmosphere in its

Hospice Care Unit. Serious and terminally ill patients benefit from the

program.

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When the cure of the disease is no longer possible, the focus of

treatment shifts from curing to caring. This is where SM Foundation

comes in... TO CARE!

SM Mobile Clinic

This is a mobile medical laboratory that makes health services

accessible. It was established in support of the medical missions to

provide diagnostic and laboratory services. These services are: Chest

X-Ray, ECG, Urinalysis, Bone Density Scanning, Fasting Blood Sugar,

Random Blood Sugar and Cholesterol determination and Dental

Tooth Extractions. All services are FREE of charge.

Wellness Centers for the Elderly

These centers serve as an avenue for the self and social

enhancement of the senior citizens. It is a meeting place for

recreation, socialization, education, information and livelihood

activities.

The Felicidad T. Sy Wellness Centers for the Elderly provide worthwhile

activities to geriatric patients to lessen the emergence of behavioral

symptoms that are associated with ageing while providing

recreation and physical fitness to help maintain the Senior Citizens'

functional abilities.

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Environmental Advocacies

SM's ongoing ecological programs have four components

that have been an integral part of its operations and business

practices: waste management, water conservation, air quality

efficiency, and energy quality efficiency. Apart from being good

business practices that have a sustainable impact on the mall and

the environment, these green programs ultimately benefit

customers through its efforts to create more

eco-awareness.

All SM malls have this Sewage

Treatment

SM Supermalls promoting

Sustainable Architecture and

Green Design on its malls.

Simultaneous Recycling Market

is held every first Friday and

Saturday of the month at all SMSupermalls Open Parking Area

from 8AM to 2PM.

SM Supermalls Green Bag is

made from durable non-woven

fabric that can last for

approximately two years ofweekly trips to grocery.

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The Waste Management Program includes Trash to Cash, a

Waste Market Fair held simultaneously at all SM Supermalls every

first Friday and Saturday of the month. SM has also promoted

garbage segregation by installing segregated trash bins in its malls,as well as the launching of eco- friendly packaging like the SM

Department Store's biodegradable bags and SM Supermarket's

Green Bags.

Water Conservationinvolves the installation of waterless

urinals and faucet aerators; and most importantly, the recycling of

water from its tertiary treatment plants.

Air Quality EfficiencyStarted from prohibiting smoking

inside mall premises, providing bicycle parking spaces to lessen airpollution, and creating al fresco dining spaces in most of the SM

malls. For better air quality efficiency, replaced all its chillers using

R11 to R123 and R134 refrigerants in compliance with the Clear Air

Act.

Energy Quality Efficiencyis made possible through the

VAC System, including the chiller VSD, a variable speed device,

and BMS control. The skylights built into the designer of newer malls

are not only scenic, but also held reduce the consumption of

energy.

To create more awareness about the environment, SM has

shown the Al Gore documentary An Inconvenient Truth at selected

cinemas, as well as organized a conference about Sustainability,

Energy, and Green Design at the SMX Convention Center. SM

Supermalls has also actively participated in various activities like

the Earth Day celebration, the Earth Hour, and tree planting

endeavors.

As a business entity, SM is not only concerned about

profit, but also in increasing efficiency and savings which can onlybe accomplished by tapping natural resources and addressing

environmental concerns. The company believes that going green

is profitable and good for business, and for its customers.

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References:

http://sminvestments.com

http://www.smprime.com

http://www.smcity.com

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