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AWARDS AND CITATIONS

SM PRIME HOLDINGS, INC. | ANNUAL REPORT 2009 3

Luxury Made

Affordable

ANNUAL REPORT 2009


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Luxury MadeAffordableby

Luxury comes in many forms. It can come in beautiful packages or it may come bearingexpensive labels. It can also be something more precious than anything money can buy, like the luxuryof time well spent for rest, leisure, or quiet moments. It could also be a delectable, mouth-wateringdish, or a treasured moment shared with loved ones. Better yet, luxury can come as unbranded yetbeautifully crafted items, or living spaces made special by the feeling of being able to buy them atprices within reach; cherished even more by the thought of getting everything thats worth from oneshard-earned money.

At SM Prime, we strive to bring luxury to all our customers. Beyond our world-class shopping

centers, we take our offerings a step further by making visits to any of our SM malls a personal andunique experience - one that welcomes everyone, one that is memorable. It is no wonder we servemillions at SM Supermalls; because, we go beyond whats ordinary - we make luxury affordable to all.


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NORTH EDSA

PAMPANGA

LUCENA

VALENZUELA

MALL OF ASIA

MARIKINA

STA. MESA

ROSALES

BAGUIO

MOLINO

PASIG

ROSALES

MEGAMALL

SUCAT

MARILAO

MARIKINA

LIPA

BALIWAG

CEBU LAS PIAS

NAGA LAS PIAS

36

4.5million

11,

1,2

366

2

20

131,

15

53,2

2.5 ll A

sm mPh


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BACOOR FAIRVIEW ILOILO

DAVAO

DASMARIAS

CLARK

BACOLOD

SM CITY XIAMEN

NORTH EDSA

BATANGAS

CAGAYAN DE ORO

STA. ROSA

TAYTAY

JINJIANG

MANILA

MANILA

BICUTAN

SAN LAZARO

MEGAMALL

MUNTINLUPA

CHENGDU

c u s . H a r d W o r k . I n t e g r i t y . P r u d e n c e .

FAIRVIEW LIFESTYLE CENTERXIAMEN

ationwide

al Gross Floor Area

all Tenants

d Tenants

urt Tenants

ng Rinks

e Screens

nema Seats

ng Lanes

rking Slots

Daily Pedestrian Count

l Tvp


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V i s i o n

SM Prime envisions itself to be a leader inworld-class mall development, committed

to deliver the daily needs of millionsby offering a total mall experience andcreating a richer, better quality of life.

m i s s i o n

SM Prime commits to the following mission:

To constantly provide customers witha fresh and world-class mall experiencethrough innovative and state-of-the-art

facilities and services;

To undertake wide-ranging corporatesocial responsibility initiatives that

provide greater service for customers withspecial needs, and ensure environmental

sustainability through various programs onenergy, water and air conservation;

To be an employer of choice, offeringcomprehensive opportunities for career

growth and enhancement;

To deliver sustainable long-term growthand increasing shareholder value; and

To uphold its role as a catalyst foreconomic development.


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MessAge to stockHoLdersHenry Sy, Sr. shares his thoughts on SMPrime Holdings, Inc.

6 PresIdents rePortHans T. Sy presents SM Primes 2009performance

MALL eVentsFind out what transpired in SM malls in2009

neW MALLs And exPAnsIonsA look at both new and renovated malls

22 sM cHInA MALLsIntroducing the SM Lifestyle Center inXiamen, China

24 corPorAte goVernAnce AndInVestor reLAtIonsSM Primes corporate governance andinvestor relations initiatives explained

4

12

13

SM PRIME HOLDINGS, INC. | ANNUAL REPORT 20092

PRIMERS P E C I A L E D I T I O N


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33 2009 AWArds And cItAtIons

34 FAces SM Primes Board of Directors and

Executive Ofcers

38 FInAncIAL stAteMents

Ibc corPorAte InForMAtIon

sustAInAbILIty rePortA look at the SM Cares Program

29 gLobAL PInoySM Supermalls pays tribute toOverseas Filipino Workers

FeAture storySM Primes disaster preparedness andrecovery program

26

30

32

corPorAte socIALresPonsIbILItyA look at SM Foundations 2009accomplishments



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Henry sy, sr. Chairman

SM Prime has not lost its singular

vision: To be the leader in world-

class mall development, committed

to deliver the daily needs of millions

by offering a great mall experience

and enriching the lifestyle of the

communities it serves.


CHAIRMANS MESSAGE


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MESSAGE TO STOCKHOLDERSLittle did we know when we opened our rst mall in North EDSA twenty ve years ago

that we would give birth to that unique Philippine phenomenon called malling. Today, that

very rst SM City has been replicated many times over in strategically-located communities

all over the country. And it is with great pride that I report to you SM Primes remarkable

achievements for the year 2009.

Your company posted a net income of Php7 billion, up 10% versus the previous year,

thanks to strong revenue growth. Said revenues rose 15% to Php20.5 billion. These earnings

were bolstered by the opening of new malls outside Metro Manila and the expansion ofexisting malls. To date, SM Prime operates 36 Supermalls in the Philippines and three in China.

This year alone, four new malls are scheduled to be opened, bringing our entire network of

malls in the Philippines to 40.

Because our customers visit our malls in great numbers and with much frequency, it

has become incumbent upon us to reciprocate such loyalty through a program we call SM

Cares, which consolidates SM Primes Corporate Social Responsibility (CSR) initiatives. It covers

environmental conservation, assistance to persons with disabilities and special needs as well

as overseas Filipinos.

This program was put to an extreme test in 2009 when devastating oods hit many parts

of Luzon. Its disaster recovery efforts went into full swing when both management and staff

pitched in to give critical assistance to ood victims, customers, and tenants, as well as the

community at large.

In spite of the many challenges that the past year brought, SM Prime managed to fulll

its business goals while at the same time opening up new markets and delighting its existing

customers with new stores, innovative concepts and designs, giving them an affordable luxury

they can attain.

Through it all, SM Prime has not lost its singular vision: To be the leader in world-class

mall development, committed to deliver the daily needs of millions by offering a great mall

experience and enriching the lifestyle of the communities it serves.

I would like to thank you, our loyal shareholders, who have stood by us in this wonderful

journey and we hope that you continue to share the dreams that helped build this enterprise,

which is now considered the benchmark in the industry.

Henry sy, sr.Chairman



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PRESIDENTS REPORT

Hans T. syPresident

As we grow the number of SMMalls, we make sure that we bringour existing malls up to speed in thelatest fashion, food, and entertainmentconcepts. We create a space wherenot only SM thrives, but the wholecommunity as well, a progressiverelationship that allowed us to expandour existing malls over time.

(in Php billion) Net Income EBITDA Operating Revenue

25

15

20

10

5

0

2007 2008 2009

Operating Revenues

Operating Expenses

Income from Operations

Income Before Tax and Minority Interest

Provision for Income Tax

Income Before Minority Interest

Minority Interest

Net Income

20,497

9,746

10,751

9,646

2,370

7,276

253

7,023

17,839

8,208

9,631

9,480

2,747

6,733

321

6,412

January To DecemBer (In Php Billion)

2009 2008 % Chg

15%

19%

12%

2%

-14%

8%

-21%

10%


PRESIDENTS MESSAGE


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i am gLaD To rePorT THaT sm Prime sustained its growthand met its expansion targets in 2009, a year when severe naturalcalamities battered our country, even affecting some SM Malls.

SM Prime delivered a full-year growth of 10% in consolidated

net income of Php7.0 billion, from consolidated revenues, whichgrew 15% to Php20.5 billion. Of total revenues, rental feesaccounted for 86%, increasing by 15% to Php17.7 billion. Growthwas driven by the 5% increase in same store sales, and highervolume coming from new malls and expansions of existing malls.Operating expenses increased 19% to Php9.7 billion due to mallexpansion expenses. Income from operations grew 12% to Php10.8billion. EBITDA rose 14% to Php14.0 billion, for an EBITDA margin of68%. These results include the performance of the three SM Mallsin China.

In 2009, SM Prime opened three new shopping malls, namelySM City Naga in Camarines Sur, SM Center Las Pias in MetroManila, and SM City Rosario in Cavite. It expanded SM City Rosalesin Pangasinan, SM City Fairview, and SM City North EDSA through itsSky Garden. The Sky Garden enhanced the dominant position of SMCity North EDSA, now the countrys largest integrated shopping andentertainment complex. These new malls and expansions added237,000 square meters (sqm) to your companys total gross oorarea (GFA), increasing it by 5% to 4.5 million sqm.

By yearend, SM Prime had 36 malls in the Philippines witha GFA of 4.5 million sqm. These malls house 11,957 tenants andattract 2.5 million customers daily.

In China, SM Prime completed the 110,000-sqm Lifestyle Centerin Xiamen. The center, designed by Miami-based Arquitectonica,provides a more upscale environment, addressing the needs of a cityfast emerging in fashion and sophistication. It is located beside the128,000-sqm SM City Xiamen, which opened in 2001. With this new

facility, SM Malls in China now have a GFA of 572,645 sqm, housing902 tenants, and attract an average foot trafc of 170,000 daily.

For 2010, SM Prime plans to open four new malls, whichwill be in Novaliches, Quezon City; Tarlac; and Calamba and SanPablo, both in Laguna province. SM Prime is likewise set to unveilSM Suzhou during the fourth quarter, its fourth mall in China. SMSuzhou is located in the province of Jiangsu and will have a GFA ofapproximately 70,000 sqm.

By end 2010, SM Prime will have 40 malls in the Philippines,15 of which are in Metro Manila, and the others spread outnationwide. The 40 malls will have an estimated GFA of 4.7 millionsqm. The company will also have by then four malls in China.

Hans T. syPresident

In 2009, devastating oods hitting many parts of Luzonextremely tested SM Malls disaster recovery program. Our mallsbecame a refuge for ood victims and stranded commuters,customers, and tenants. Such was the trust given to us, and a

huge responsibility we could not refuse. Mall management andemployees in affected areas kept vigil and provided food andsecurity to those who preferred to stay in our malls, even if it meantspending sleepless nights and for some, risking their own personalcomfort and security.

The calamities brought out the best in our employees. Icongratulate them for their courage and dedicated service.

I also congratulate the workforce of SM City Sta. Mesa and SMCity Rosales, two SM Malls that were inundated by oods. Theirheroic effort in returning the malls to normalcy in a short period andin time for the holidays is highly commendable.

The temporary closure of SM City Sta. Mesa and SM City Rosalesindicates that SM Malls have become an important element in everycommunity. Not only do they boost asset values in surrounding

areas, SM Malls also set the stage for further growth, increasedproductivity, job and wealth creation, environmental sustainability,positive social interaction, and for setting daily or weekly routines.Most important, SM Malls have become a venue for creating awealth of fond memories with family and friends in a secure andconvenient location. This is the kind of luxury that SM Malls bring toevery community, to every customer.

As we grow the number of SM Malls, we make sure that webring our existing malls up to speed in the latest fashion, food,and entertainment concepts. We create a space where not only SMthrives, but the whole community as well, a progressive relationshipthat allowed us to expand our existing malls over time. Testamentto this is our rst mall, SM City North EDSA, which is now the

Philippines biggest. It sports some of the most innovative ideas thata mall can boast of, such as the Sky Garden, a Sky Dome, an IMAXtheater, and a beautiful glass staircase.

Among SMs rsts in 2009 was the introduction of thespectacular LED (light emitting diode) display at SM Mall of Asiasglobe structure, lighting up the complexs evening landscape. SMMalls also began honoring Overseas Filipino Workers (OFWs) byproviding them special privileges through the Global Pinoy Center(GPC) in every mall, where they can obtain membership cards andavail of special discounts, free voice or video calls through the GPCsInternet facilities, and conduct foreign exchange transactions. Allthese are now permanent services, in addition to earlier provisionssuch as breast-feeding stations, LED car park indicators for parkingconvenience, valet parking, and pick-up stations for purchased items.

Together, the products and services of SM Supermallsstand superior in the industry because beyond shopping andentertainment, SM clearly shows it is here to care and providecomfort, growth, and sustainability.

On that positive note, I sincerely thank all our shareholders,investors, tenants, customers, suppliers, employees, and all our otherstakeholders for making 2009 another fruitful and productive year.

smPH sHare Price cHarT(January to December 2009)

Jan Feb Mar Apr May Jun Jul Au g Sep Oct Nov Dec

12.00

10.00

8.00

6.00

2.00

4.00

0

P7.80

P9.80



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TRENDS& EXPECTATIONS

How wouLD you DescriBe sm Primes 2009

oVer-aLL Performance? DiD you meeT

your goaLs anD oBJecTiVes?Our nancial results reinforced our belief in the

strength of the Philippine economy. Its resilience

translated into high foot trafc and healthy sales

growth for our malls despite a more challenging

environment made even more challenging by

two devastating typhoons that hit Luzon. For the

year, SM Primes earnings grew 10% to Php7.0

billion, on revenue growth of 15% to Php21.0

billion. Much of this growth is derived from a

mix of expansion and the improved sales of our

existing tenants.

wHicH sm maLLs were affecTeD By THeseries of naTuraL caLamiTies THaT HiT THecounTry in 2009?

There were only two malls that were seriously

affected: SM City Rosales in Pangasinan and

the basement of SM City Sta. Mesa in Manila.

We had to temporarily close the entire SM City

Rosales and the basement level of SM City Sta.

Mesa. While earlier estimates gave us three to

six months of work before we could re-open

the malls, we worked harder and re-openedthem in less than two months of cleaning and

refurbishing, just in time for the Christmas

holidays. It was the best service we could give

not just to our customers, but more so, to our

employees and those of our tenants, who

depend on the malls for livelihood; and to

the community which needed a semblance of

normalcy after such devastation.

How mucH imPacT DiD iT HaVe onTHe comPanys Performance anD

oPeraTions?Since the two malls were closed for just two

months, they had no signicant impact on the

companys performance and operations, having

been sufciently insured, even for business

disruption. Rental revenues from some tenants

also surged in October as those affected by the

typhoons did their own cleaning, refurbishing,

and re-stocking.

wHaT sTePs DiD you Take To ensure

THaT THe affecTeD maLLs wouLD resume

normaL oPeraTions in THe sHorTesTPossiBLe Time?Beyond the numbers, we took it upon ourselves

to ensure that there was minimal downtime.

Thus, we reallocated key resources and formed

a task force that focused solely on ensuring that

the affected malls would open at the soonest

possible time. We commend our people who

managed to re-open them in less than two

months ahead of the Christmas season. We

understand that a signicant portion of our

tenants revenues come in during this time and

we wanted them to benet from that. More

importantly, we felt the urgency to restorenormalcy and much-needed jobs.

wHaT Lessons DiD sm Prime Learn afTergoing THrougH sucH a crisis?

We now incorporate our collective experience

from the typhoons into the planning of our new

malls, particularly the structures elevation, the

Jeffrey c. LimExecutive Vice President/CFOSM Prime Holdings, Inc.



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W w ipa lliv pi fmh ph i h plai f w mall,pailal h lvai, h lai f ipm, a h impa iai.

location of key equipment, and other important

considerations. Likewise, we have also

enhanced our emergency preparedness andcrisis management by re-training our people,

our tenants, and the agency personnel inside

the malls.

How many new maLLs oPeneD anD How

many were exPanDeD in 2009?We opened three new malls and expanded

three existing malls.

wHaT innoVaTiVe feaTures DiD THe newmaLLs anD maLL exPansions HaVe?

The three new malls we opened in 2009 are

in line with our business strategy of further

establishing our presence and our name as

a full service provider in the communities

we are located. Their formats are smaller in

size and niched more towards residential

communities. Also in 2009, we again

expanded SM North Edsa by opening the Sky

Garden.

wHaT are your 2010 exPansion PLans?wHere wiLL you source THe neeDeD

funDs?In 2010, our target is to open four new malls.

These will be located in Calamba, Laguna;

Novaliches, Quezon City; Tarlac City, Tarlac;

and San Pablo, Laguna. These new malls will

add 234,228 sqm to our total GFA. By the end

of 2010, SM Prime will have 40 malls in the

country, with a total combined GFA of 4.7 million

sqm. The new malls will be funded through

internally generated cash and external debt.

How were your oPeraTions in cHina?are aLL THree maLLs ProfiTaBLe now?The three malls in China are doing well. In

October 2009, we unveiled SM Xiamens

expansion through its Lifestyle Wing, which

added 110,000 sqm of GFA. In terms of

occupancy, SM Xiamen is 100% occupied

and 54% of the new wing is already lease-

awarded. SM Jinjiang, on the other hand, is

91% occupied, while SM Chengdu is 82%

leased out.

In terms of protability, the operating

margins of SM Xiamen and SM Jinjiang

are already comparable with those of our

Philippine malls. SM Chengdu, on the other

hand, is expected to be in the black within

2010.

wHaT are sm Primes immeDiaTe anD

meDium-Term PLans for THe sm maLLs incHina?Moving forward, our target is to open one mall

per year in China over the next three years.

This may be increased to two malls each year,

which would then bring our total number of

malls in China to ten by 2014. We are also

exploring the possibility of publicly listing

these malls overseas. We, however, have yet

to determine the size and timing of, and the

requisite number of malls for, the listing.

wHere wiLL your nexT maLL in cHina Be

LocaTeD?We will open SM Suzhou located in Jiangsu

Province in the fourth quarter of 2010. Suzhou

is a city with 6.3 million people. The mall will

have a GFA of 70,000 sqm. Like the rst three

cities wherein we developed malls, Suzhou is

an emerging city with a market prole that is

fast expanding in terms of spending capacity,

making it an ideal location for an SM supermall.

wHaT are your PLans giVen THe recenTenacTmenT of THe reaL esTaTe inVesTmenT

TrusT acT (reiT)?This is something that we are seriously

considering to enable us to unlock the values

of our mall assets, secure an additional source

of capital and ultimately create value for our

shareholders. We believe that an SM Prime

REIT, a REIT sponsored by the leading owner,

operator and developer of shopping malls in the

Philippines, offers a compelling story that will

attract investors interest.

wHaT is your ouTLook in 2010?Given the current global situation, our plan to

open a total of four new malls in 2010 onlyafrms our belief in always looking at things

from a long-term perspective. We remain

condent on the resiliency of consumer

spending and the long-term prospects of both

the Philippines and China. We are optimistic

that the coming Philippine elections and the

steady inows of OFW remittances will continue

to drive our tenants sales. Nevertheless, we

are always closely monitoring the situation and

we are prepared to adjust our programs as the

need arises.



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LUZONSM BAGUIOSM ROSALESSM CLARKSM PAMPANGASM BALIWAGSM MARILAOSM TAYTAY

SM BACOORSM ROSARIOSM MOLINOSM DAMARIASSM STA. ROSASM LUCENASM LIPASM NAGASM BATANGAS

VISAYASSM ILOILO

SM BACOLODSM CEBU

MINDANAOSM CAGAYAN DE OROSM DAVAO

PROVINCIALMALL dAte oPenedAddress Gross Floor Area (In sqm.)

cebu noVeMber 1993North Reclamation Area, Cebu City 265,832 sqm.

bAcoor JuLy 1997Tirona Highway corner 116,892 sqm.Aguinaldo Highway, Bacoor, Cavite

ILoILo June 1999Benigno Aquino Avenue 101,735 sqm.Diversion Road, Manduriao, Iloilo City.

PAMPAngA noVeMber 2000Brgy. San Jose, City of San Fernando 148,127 sqm.Pampanga

dAVAo noVeMber 2001Quimpo Blvd. corner Tulip Drive 75,440 sqm.Ecoland, Matina, Davao City

cAgAyAn de oro noVeMber 2002Masterson Avenue corner Coranvia 86,355 sqm.Carmen, Cagayan de Oro

LucenA october 2003Dalahican Road cor. 78,655 sqm.Maharlika Highway, Lucena City

bAguIo noVeMber 2003Luneta Hill, Upper Session Road 105,331 sqm.Baguio City

MArILAo noVeMber 2003McArthur Highway, Brgy. Lias 88,654 sqm.Marilao, Bulacan

dAsMArIAs MAy 2004Barrio Pala-pala, Dasmarias, Cavite 79,792 sqm.

bAtAngAs noVeMber 2004Pallocan West, Batangas City 76,819 sqm.

MoLIno noVeMber 2005Brgy. Molino, Bacoor , Cavite City 48,710 sqm.

stA. rosA FebruAry 2006Barrio Tagapo, Sta. Rosa, Laguna 79,325 sqm.

cLArk MAy 2006M.A. Roxas Highway, Clark Special 98,824 sqm.Economic Zone Angeles City, Pampanga

LIPA sePteMber 2006Ayala Highway, Lipa City , Batangas 79,832 sqm.

bAcoLod MArcH 2007Rizal St., Bacolod City, Negros Occidental 61,413 sqm.

tAytAy noVeMber 2007Manila East Road, Brgy. Dolores 91,920 sqm.Taytay, Rizal

rosALes noVeMber 2008Brgy. Carmen East, Rosales 60,989 sqm.Pangasinan

bALIWAg deceMber 2008Brgy. Pagala, Baliwag, Bulacan 61,554 sqm.

nAgA MAy 2009CBD II, Brgy. Triangulo, Naga City 70,569 sqm.

rosArIo noVeMber 2009Brgy. Tejero, Rosario, Cavite 57,559 sqm.

PHiLiPPine maP


SM MALL LOCATIONS


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METRO MANILAMALL dAte oPenedAddress Gross Floor Area

(In sqm.)

sM cIty nortH edsA noVeMber 1985EDSA corner North Avenue 424,691 sqm.Quezon City

stA. MesA sePteMber 1990Magsaysay Avenue corner 133,327 sqm.Araneta Avenue, Sta. Mesa, Manila

MegAMALL June 1991EDSA corner Julia Vargas Avenue 346,789 sqm.Ortigas Center, Mandaluyong City

soutHMALL APrIL 1995Alabang Zapote Road 205,120 sqm.

Las Pias City

FAIrVIeW october 1997Quirino Highway corner Regalado Avenue 182,795 sqm.Greater Lagro, Fairview, Quezon City

MAnILA APrIL 2000Concepcion Avenue corner Arroceros 166,554 sqm.and San Marcelino Sts., Manila

sucAt JuLy 2001Sucat Road 98,106 sqm.Paraaque City

bIcutAn noVeMber 2002Doa Soledad Avenue corner 112,737 sqm.West Service Road, Paraaque City

sAn LAZAro JuLy 2005Cor. Felix Huertas St. and 178,516 sqm.A. H. Lacson Ext., Sta. Cruz, Manila

VALenZueLA october 2005McArthur Highway 70,616 sqm.Brgy. Karuhatan, Valenzuela City

MALL oF AsIA MAy 2006SM Central Business Park 406,961 sqm.

J.W. Diokno Blvd., Pasay City

PAsIg August 2006Frontera Verde 29,017 sqm.Ortigas, Pasig City

MuntInLuPA noVeMber 2007Manila South Road, Brgy. Tunasan 53,986 sqm.Muntinlupa City

MArIkInA sePteMber 2008Marcos Highway, Brgy. Calumpang 122,067 sqm.Marikina City

LAs PIAs october 2009Brgy. Talon, Pamplona 32,387 sqm.Las Pias

VALENZUELA CITYSM VALENZUELA

QUEZON CITYSM FAIRVIEWSM CITY NORTH EDSA

MANILASM SAN LAZAROSM MANILASM STA. MESA

MANDALUYONG CITYSM MEGAMALL

PASIG CITYSM PASIG

LAS PIAS CITYSM LAS PIASSM SOUTH MALL

PASAY CITYSM MALL OF ASIA

PARAAQUE CITYSM BICUTANSM SUCAT

MUNTINLUPA CITYSM MUNTINLUPA

MARIKINA CITYSM MARIKINA

meTro maniLa maP



16/78

2009

maLL eVenTs

searcH for sm LiTTLe sTars incHina marks iTs seVenTH yearUnknown to many, the searchfor SMs Little Stars originatedin SM Xiamen in 2003. In 2009,SM Xiamen, SM Jinjiang and SMChengdu once again crownedtheir respective pairs of SM LittleStars. One boy and one girl fromeach SM mall in China emerged aswinners receiving an educational

sm maLL of asia LigHTs uPgLoBamaZe

Just in time for the yuletideseason, the Mall of Asia lit up itsiconic globe which has welcomedthousands of shoppers since themall opened in 2006. This newinnovation called Globamazehas forever changed thelandscape of outdoor media andentertainment as it is now one of

the most spectacular LED displaysin the Asian region. Globamazeis the rst and only full globalvideo display in Asia with itshigh resolution and full displaygraphics made possible by theLEDs 26,300 pieces of point lights.This cutting edge LED technologyis weather-proof, has superiorbrightness and a long lifespan.This technology also translates tomore brilliant and radiant colorsfor electric light advertising. Moreimportantly, it is eco-friendly asLED technology is known for its

eraserHeaDs: THe finaL seTNineties band Eraserheads held

its reunion concert at the opengrounds of the Mall of AsiaComplex on March 7, 2009. Themuch anticipated concert attracteda mammoth crowd of more than100,000 fans singing and dancingto the rock groups popular songs.It was the bands second reunionconcert since the group disbandedin 2002. The Eraserheads did notdisappoint their fans as they gave

a highly charged performancein what is said to be their lastperformance as a group. Itsa farewell and a thank you tothe fans, a celebration of theEraserheads legacy, explains ElyBuendia, the bands lead vocalist.

sm suPermaLLs crowns

THirD sm LiTTLe sTar in THePHiLiPPinesQueenie Charmaine Sulit wascrowned SMs Little Star duringthe pageants Grand Finals held onOctober 11, 2009 at the Music Hallof the SM Mall of Asia. Five-year-old Queenie, who representedSM City Manila, showed a lot ofstar quality when she performeda Hawaiian dance number duringthe talent portion, and went onto win the judges nod. As SMsLittle Star, Queenie brought homePhp200,000 worth of cash and

Sodexho Gift Passes; Php12,000worth of gift certicates from ToyKingdom; a birthday party packagefrom Nido Fortied Science Discov-ery Center; and birthday gift cer-ticates from SM Storyland. Nowon its third year, SM Little Star isa talent search conducted by SMSupermalls to nd the bright-est shining little kids aged 4-7years old. The Grand Finals wasthe culmination of a month-longsearch wherein more than 5,000kids participated in the month-long

search held in SM malls all overthe country.

worLD-cLass enTerTainmenTaT THe maLL of asia concerTgrounDsThe Mall of Asia Concert Groundsestablished itself as the venue forworld-class entertainment as ithosted a number of successful andcrowd-drawing concerts featuringrenowned local and foreign artistsin 2009.

an eVening wiTH JourneyThousands witnessed legendaryrock band Journeys rst Aseanconcert as part of their tour forthe album, Revelation. Led byhomegrown artist Arnel Pineda onvocals, with Neal Schon on leadguitar, Jonathan Cain on keyboard,

american iDoLs Two DaViDs:LiVe in maniLaAmerican Idols David Cook andDavid Archuleta rocked Manila ina back-to-back concert on May16, 2009. More than 50,000 fanstrooped to the concert grounds ofthe Mall of Asia to catch a glimpseof their idols. It was the rst time

DoLL DominaTion wiTHPussycaT DoLLs in maniLaA huge crowd turned up at theMall of Asia concert grounds towatch the world-renowned girl

group, Pussycat Dolls on June 11,2009. Ashley Roberts, MelodyThornton, Kimberly Wyatt andNicole Scherzinger wowed theirFilipino fans with their wonderfulvoices and sultry dance moves.The crowd sang and danced tothe Pussycat Dolls signature hitsthat consistently topped globalmusic charts. The theme of theshow was women empowermentand being proud of ones rootsas exemplied by lead vocalistNicole Scherzinger who is Filipino-Russian.

for the two Davids to appeartogether in a concert followingthe American Idol season 7 nalswherein they competed againsteach other.

insurance worth 300 RMB and afree trip to the Philippines, amongother prizes. The winners areZhang Shi Wei and Zhang Jin Yuanfor SM Xiamen; Su Xiao Wen andDu Kai Ye for SM Jinjiang; andZhang Xun and Fan Zhi Hao forSM Chengdu. SM Little Stars inChina seemed like a great partyfor children aged between 4 to6, as it attracted more than 1,000participants from Xiamen, Jinjiangand Chengdu.

Ross Valory on bass guitar andDean Castronovo on drums, Jour-ney took centerstage at the Mall ofAsia concert grounds on March 14,2009 as they relived their greatesthits and introduced new cuts fromtheir latest album.

low power consumption. SM PrimeHoldings, Inc. (SM Prime) investedabout Php22 million for this trulyamazing visual feast.


MALL EVENTS


17/78

SM PRIME OPENED THREE NEW MALLS IN 2009. These are SMCity Naga, the rst in the Bicol region, SM Center Las Pinas inMetro Manila, and SM City Rosario in the province of Cavite.Furthermore, SM Prime expanded three existing mal ls, namely,SM City North EDSA and SM City Fairview, both in QuezonCity and SM City Rosales in the province of Pangasinan. Thelatter, together with SM Sta. Mesa, underwent an unscheduledrestoration due to damages from massive ooding in theirareas. SM Primes commitment to bring the operations of thetwo malls back to normalcy the soonest possible time led to ashorter-than-expected reopening, just in time for employeesand tenants to be productive and for customers to enjoy theChristmas season.

2009nw Mall &epai2009 WAS A CHALLENGING YEAR FOR SM PRIME,

SPECIFICALLY TOWARD THE LATTER PART OF THE YEAR

WHEN TWO DEVASTATING TYPHOONS INUNDATED MANY

PARTS OF LUZON. BUT THAT DIDNT STOP SM PRIME FROM

FULFILLING ITS EXPANSION PROGRAM FOR THE YEAR

WHICH BROUGHT ITS TOTAL NUMBER OF MALLS TO 36 BY

THE END OF THE YEAR, WITH A TOTAL GROSS FLOOR AREA

(GFA) OF 4.5 MILLION SQUARE METERS (SQM). THE TOTAL

NUMBER OF TENANTS HAS LIKEWISE GROWN FROM 9,960

IN 2008 TO ALMOST 12,000 IN 2009.


NEW MALLS & EXPANSIONS


18/78

sm Prime HoLDings, inc. (SM Prime) opened on May 1, 2009its 34th mall in Naga City, the rst SM mall in the Bicol region.The new mall has a gross oor area (GFA) of 70,569 squaremeters (sqm) and occupies 46,801 sqm of land.

SM Prime President Mr. Hans T. Sy said, Naga City maybe considered as the nerve center of the Bicol region as it ishome to large business establishments, universities, hotels, andregional government ofces. It is also a transportation hub withthe Naga Transport Exchange servicing almost all of the regionsinter-municipality transportation. Its tourism industry thrives withthe presence of the world-class CamSur Watersports Complex,one of the top tourist destinations in the country and hosted the2008 world wakeboarding championship. These attributes makeNaga City an ideal and suitable location for an SM mall.

The formal opening of SM City Naga was threatened bynot just one, but two tropical depressions in the Bicol region.But despite the inclement weather, thousands of Bicolanos stilltrooped to the mall to have a taste of SMs total mall experience.One of the main attractions during the malls opening was the

Jobapalooza 2009, a job fair organized by the Department ofLabor and Employment which attracted over 2,000 applicants.

SM City Naga has a leasable area of 31,791 sqm. As of end-2009, SM City Naga has an occupancy rate of 99% with a totalof 180 tenants. The malls anchor tenants are SM DepartmentStore and SM Supermarket, which occupy 11,991 sqm and 6,413sqm of oor space, respectively. The other tenants include SM

Appliance, Jollibee, Greenwich, Red Ribbon, Chowking, Maxs,Gerrys Grill, National Bookstore, Watsons, and Ace Hardware,among others. Remarkably, SM City Naga has likewise providedan avenue for many homegrown entrepreneurs to showcasetheir products and services.

SM City Naga is the rst SM mall to be opened in 2009 andprovided approximately 2,000 new jobs in the area.

Into The Bicol Region Throughsm ciTy naga

da op: May 2009

gFA: 70,569 sqm.

ta: 180

Pai sl: 807

cima:4 cinemas with 1,381 seats

raa/F ol: 29

SM CITY NAGA

SM Prime

steps


NEW MALLS: NAGA


19/78

to Shop, Dine and have Fun at

sm cenTer Las Pias

waya new & exciting

sm cenTer Las Pias opened on October 2, 2009 giving residents in the southmetro area another exciting way to shop, dine, and have fun the SM way.

The brand new mall, with a gross oor area (GFA) of 32,387 square meters(sqm), is located at a prime 28,600 sqm property in Barangay Talon in Pamplona,Las Pias. SM Center Las Pias is the second mall of SM Prime Holdings, Inc. (SMPrime) in the city after SM City Southmall which opened in 1995.

SM Prime President Mr. Hans T. Sy said, We warmly welcome all our loyalcustomers to SM Center Las Pias. With its vibrant economy, and eco-friendlyenvironment, Las Pias provides a good venue for SM malls as we see a hugepotential for growth and progress in the city.

Las Pias City is consistently recognized as one of the cleanest and greenest

cities in Metro Manila and in the Philippines. Furthermore, the city was includedin the Philippine Cities Competitiveness Ranking Project of the Asian Instituteof Management. Las Pias is also internationally acclaimed for its love for thearts and music with its celebrated Las Pias Boys Choir and the historic BambooOrgan, the only musical instrument of its kind in the world housed in Las PiasChurch.

Consistent with the citys commitment to the environment, SM Center LasPias has green inspired motifs in its design themedazzling geometric oorpatterns, leaf motifs on curved ceiling blades, and clean and simple lines at theshop fronts. Store facades are framed with metal channels and integrated signagezones providing a strong framework for merchants to apply their unique identitiesto stand out in the crowd.

da op: October 2009

gFA: 32,387

ta: 111

Pai sl: 498

raa/F ol: 10

SM CENTER LAS PIAS

The anchor tenants of SM Center Las Piasare SM Hypermarket, Ace Hardware, Watsons,and BDO. Other tenants include Jollibee, SavoryChicken, The Old Spaghetti House, and InasalChicken Bacolod, among others. As of end2009, SM Center Las Pias has an occupancyrate of 64% with over 100 tenants. SM CenterLas Pias likewise provides parking slots forover 500 vehicles and a terminal for publicutility vehicles.

SM Center Las Pias brings to 35 the

number of SM Primes shopping malls inthe Philippines. It is the second SM mall tobe opened in 2009 after SM City Naga inCamarines Sur.


NEW MALLS: LAS PIAS


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sm Prime HoLDings, inc. (SM Prime) opened SM City Rosario on

November 20, 2009, its 36th shopping mall in the Philippines andthe fourth mall in the province of Cavite where other SM malls thrivenamely SM City Bacoor, SM City Dasmarias, and SM Center Molino.SM City Rosario has a gross oor area (GFA) of 57,559 square meters(sqm).

SM Prime President Mr. Hans T. Sy said, Rosario is a vibrantmunicipality in Cavite, a province which we consider to be a high-growth area, being a prominent part of the progressive CALABARZONregion. It is a relatively well-off, urban municipality in the province ofCavite and is home to the Cavite Economic Zone. Our three existingmalls in the province are doing very well. Thus, as we eagerly open thedoors of SM City Rosario, we expect it to likewise adequately servicethe various needs of our loyal customers in Cavite.

Located on a 5.4 hectare property in Barangay Tejeros in Rosario,SM City Rosario serves customers in the north and northwestern partsof Cavite, and neighboring provinces as well. With its modern design,play of graphics and colors, and awe-inspiring circular atrium, the mallis envisioned to be a popular landmark in the rapidly developing area.

Techie customers will have cyber fun in its internet cafes,computer stores and telecommunications shops; while kids can havefun at arcades Quantum and Toms World. In addition, movie lovers willhave an enjoyable viewing experience in its state-of-the-art cinemas.For customer convenience, SM City Rosario has parking slots for 466vehicles.

Its major tenants are SM Supermarket, SM Department Store, Ace

Hardware, SM Appliance Center, and personal care products distributorWatsons. Other tenants include quickservice restaurants Jollibee, KFC,Savory Chicken, Maxs, and Red Ribbon, fashion and apparel retailersPenshoppe, Bench, Folded and Hung, Human, Penshoppe, Aksesoriz,Pink Box, and Pink and Blue Soda, among others. It also houses aNational Bookstore branch; sports stores like Tobys; jewelry stores likeUnisilver and Gems and Jewels; and optical shops like Ideal Vision andExecutive Optical. As of end 2009, SM City Rosario has an occupancyrate of 84% with 144 tenants.

SM City Rosario was the third and last mall to be opened by SMPrime in 2009. The company is scheduled to open four malls in thePhilippines and one mall in China in 2010. (See related story on page21).

da op: November 2009

gFA: 57,559 sqm.

ta: 144

Pai sl: 466


raa/F ol: 23

SM CITY ROSARIO

its Fourth Cavite Mall with

sm ciTy rosario

SM Primeopens


NEW MALLS: ROSARIO


21/78

A Crown Jewel Shines Even Brighter

A Look at SM City North EDSAsThree New Offerings

The value and worth of jewels and gems, moreoften than not, grow with time. Similarly, SM CityNorth EDSA, the countrys oldest, but its largest,shopping mall, is an SM gem that constantlygrows in value up to this day. SM North EDSA hasemerged as the most protable and most valuableSM mall since it rst opened its doors 25 years agoin 1985.

2009 saw the unveiling of the malls three latest majorofferings, namely the Sky Garden, the Sky Dome, and the IMAXTheater. All three now add more lustre and luxury to SMsvery rst mall. Our three new facilities in SM City North EDSAmake use of cutting-edge technology and are meant to giveour valued customers a mall experience that they have neverbefore encountered in other malls, explains Mr. Hans T. Sy,president of SM Prime Holdings, Inc., which owns and operates

SM City North EDSA, together with 35 other SM malls all overthe Philippines, and three more in Mainland China.

Th s gd: o adt Btl ctThe rst roof garden of its size and scale in the Philippines,

the Sky Garden is essentially a 400-meter long elevatedwalkway with the look and feel of a park. It seamlesslyconnects the four buildings that comprise the whole SM CityNorth EDSA complex. Through the Sky Garden, mall goers can

leisurely walk from one building to another while taking in therelaxing ambiance resulting from its tropical trees, oweringplants, and shrubs. For added convenience, a distinctive whitecanopy covers the whole walkway, providing protection fromheat and rain. The invigorating sight and sound of water falling24 meters down from the Sky Garden to the ground levelpool offers another striking feature, particularly for commuters

traversing EDSA.The Sky Garden gives a new and refreshing look to the

mall. Its combination of modern design and nature made mefeel like I was walking in a different dimension, shares 23-yearold Erica Lim, a nursing graduate and a frequent shopper at SMCity North EDSA. Danya Racelis, a student also in her twenties,adds that, The Sky Garden gives me more reason to go to SMNorth Edsa. It doesnt only give me the opportunity to shop,dine, and relax, but to enjoy nature as well.

Various restaurants and food and beverage outlets dot the SkyGardens path such as Gerrys Grill, Padis Point, Starbucks, Fruits inIce Cream, Chef Tonys Popstore, and Freshbar by Big Chill, among

others. They offer a wide variety of delights and are a boon to thehundreds of thousands of tired and hungry mall-goers.

Another unique feature of the Sky Garden is its use ofthe latest in green roof technology. With its reduced carbonfootprint, it may actually help in the ght against globalwarming. Roof gardens have been found to mitigate the effectsof urban heat islands. As such, the Sky Garden serves to lowerthe ambient temperature of where it is located and generatesavings of up to 20% in air-conditioning costs.


EXPANSIONS: SM NORTH EDSA


22/78

Furthermore, by retaining rainwater and gradually releasingthese into excess or storm water infrastructure, roof gardens

help reduce the cost of plumbing design and systems. Thismakes roof gardens a cost-effective means to ood reduction.As for the Sky Garden, rainwater is collected and recycled forlandscaping and other maintenance purposes.

D ll sWithin the Sky Garden lies another innovative structure, the

Sky Dome. It is a multi-purpose amphitheatre that could seatup to 1,500 persons. Its distinct white dome is somewhat akinto that of a large golf ball, introducing a new and interestinglandmark at the mall.

The Sky Dome is now busy with concerts and othermusical events, though it also comes in handy for conventionsand corporate activities. Its movable stage makes it a highlyadaptable venue for various kinds of special occasions.

Kristine Esguerra, a 23-year old research associate says,I love watching concerts at the Sky Dome because of itsconvenient location. Before the start of a show we could havedinner at any of the nearby restaurants and after, we can capour night by going to the different coffee shops that are alsonear the Sky Dome.

ath imax et mv g up nthSM City North EDSA is the second mall in the Philippines

to be equipped with an IMAX Theater, the rst being at the SM

Mall of Asia. This IMAX screen measures 22 meters wide and12.5 meters high, for an area of 275 square meters and canaccommodate 454 moviegoers. Like its twin, the IMAX Theaterin SM North EDSA offers an unparalleled cinema experiencewith screens much larger than life, 3D (three-dimensional)capability, and proprietary lm technology. It opened justin time for blockbuster movies to be screened in 3D formatsuch as Harry Potter and the Half Blood Prince and Avatar.Alternatively, interesting and informative documentaries arealso shown, such as Dinosaurs, Under the Sea, and TheAlps.

IMAX is the ultimate experience in movie watching, saysEdgar C. Tejerero, senior vice president of SM afliate West

Avenue Theaters Corporation, which operates and managesSM Cinemas nationwide, including the two IMAX Theaters. SMCity North EDSA is the logical place for another IMAX because itcaters to a different set of customers than those at the SM Mallof Asia. In addition, SM North EDSA is one of SMs premier mallssurrounded by villages and subdivisions, with residents who canafford to pay for an IMAX experience, one that is totally uniqueand unparalleled by any home theater system. Here at the IMAXTheaters in SM Malls, such luxury becomes available to all, Mr.Tejerero concludes.

Indeed, not just in IMAX Theaters, its Sky Garden nor itsSky Dome, but also in all of its malls and lines of business,SM exerts its very best in bringing unique concepts andexperiences, making its customers nd and feel the luxury theyaspire for at rates within their reach.


gFA: 424,691 sqm.

ta: 1,023

Pai sl: 3,511

cima:12 cinemas with 12,085 seatsincluding 1 IMAX cinema

raa/F ol: 188

SM CITY NORTH EDSA


EXPANSIONS: SM NORTH EDSA


23/78

an expanded

Fairview Becomes SMs SixthLargest SM Mallsm ct

sm Prime HoLDings, inc. (SM Prime) has expanded SM City Fairview withthe opening of the Annex on January 15, 2009. The Annex adds 29,000 squaremeters (sqm) of gross oor area (GFA) to the main mall, increasing SM Fairviewstotal GFA to 182,795 sqm. SM City Fairview is located within the Quirino Highwayand Regalado Avenue area in Novaliches, Quezon City.

SM Prime President Mr. Hans Sy said, Quezon City has become one ofthe fastest growing markets for SM. As such, it is home to some of our biggestmalls like SM Fairview and our very rst mall, SM North EDSA which is also nowthe largest. We value Quezon City as one of SM Primes most important localpartners. It continues to be a domain for further growth.

The expansion of SM City Fairview is a well-integrated, unique addition to

the original SM City Fairview mall that enriches the SM shopping experiencewith upscale stores, specialty restaurants, and new amenities that are organizedaround a dramatic, semi-circular Great Court.

The two-storey Great Court forms a terminus on one end of the mall,anchored by a new Ace Builders Center. The other side of the court is gracefullyarced, dynamically contrasting with a vibrantly colored feature wall on theopposite side that provides views into the court. The ground level of the GreatCourt is congured to be a venue for a variety of activities such as musicalperformances and fashion shows.

The exterior of the Annex takes on the colors of the original mall, withvibrant blue signage towers and a new, updated logo identifying all entrances.The primary mall is white and stainless steel overhangs shelter the curtain

walls, clerestories and entrances, reducing glare and providing shelter from theelements. To complement the upscale and elegant interiors of the Annex, mostof the malls original structure was likewise refurbished. The SM DepartmentStore, Storyland and the Foodcourt were renovated, the oors were re-tiled andnew ceilings and lighting schemes were installed.

With the new Annex, SM City Fairview now houses more than 600 tenantsincluding a call center that occupies approximately 6,000 square meters.

The SM City Fairview Annex has 19,100 sqm of gross leasable area withtenants such as Ace Builders Center, Timezone, Grills, Chilly Willys, Sbarro,Breadtalk, My Thai, Ford Motors, Center for Pop Music, All Flip Flops, People RPeople, Tea Boutique, Mango Outlet Store and Hairshaft Salon and Academy.

It is estimated that the opening of SM City Fairview Annex has providedemployment for close to 1,500 people.

da op: October 1997

gFA: 182,795 sqm.

ta: 622

Pai sl: 2,233


raa/F ol: 87

SM CITY FAIRVIEW

SM City Fairview rst opened on October25, 1997, the seventh SM Prime mall to open.

The main mal l features retail anchors, namely,the SM Department Store, SM Supermarketand SM Appliance Center as well as leisureanchors SM Cinemas with 12 state-of-the-arttheaters, SM Foodcourt, SM Bowling Centerand SM Storyland.

SM City Fairview is now the sixth largestSM Supermall in the Philippines after SM CityNorth Edsa, SM Mall of Asia, SM Megamall,SM City Cebu and SM Southmall. It servescustomers in the north Metro area such asFairview, Greater Lagro, North Caloocan,

Novaliches and Bulacan.


EXPANSIONS: FAIRVIEW


24/78

a quick

forsm ciTy rosaLesBareLy a year oLD, sm ciTy rosaLes in Pangasinan provinceunderwent a quick expansion with the opening of its annex onMay 2009. This brought the malls gross oor area (GFA) to 60,989square meters (sqm) from just 43,989 sqm when it initiallyopened last November 2008.

Our immediate expansion of SM City Rosales lays claim tothe municipalitys strong local economy and enabling environmentfor business. Its continued progress in agriculture and transportservices further contribute to a heightened level of consumeractivity, prompting us to pursue the expansion without delay, arecord of sorts for both SM Prime and the municipality of Rosales,SM Prime President Hans Sy said in a statement.

However, ve months after the opening of its Annex, SMCity Rosales was ravaged by massive oodwaters inundating themalls ground level and its many stores including SM Supermarket.Its second oor became a safe haven not only for SM employeesbut also for tenants, shoppers and residents in nearby areas. Themalls rooftop served as a drop-off point for food and emergencysupplies. Together with local government ofcials, SM also

conducted rescue and relief operations within the city. (Seerelated story on page 32).

Damage to the ground oor was severe that the mall had tobe closed temporarily for restoration. Fully committed to serve itscustomers, business partners and employees, SM Prime reopenedSM City Rosales on November 27, 2009, shorter than expectedand in time for the Christmas season. The reopening was highlyanticipated as it not only restored the mall, but business andemployment opportunities as well for Rosales and the other townsin Pangasinan.

The market reach of SM City Rosales includes neighboringtowns such as Villasis, Sta. Maria, Balungao, Urdaneta City, Sto.Tomas and Umingan. It also serves customers in other provincessuch as Nueva Ecija and Tarlac provinces as travelers from BaguioCity and the Ilocos Region.

With a GFA of 17,000 sqm, the SM City Rosales Annex has asits major tenant the SM Department Store, which occupies 16,686sqm of oor space. Other tenants include food chains such asGreenwich, Chowking, Pancake House, and Pan De Manila, andconvenience store 7-Eleven. It also has Time Depot, Tribal and YKL .Amenities include a food court and four cinemas, with a combinedseating capacity of 1,800. It also features a Grand Atrium. Tenantsin Phase One include SM Hypermarket, Ace Hardware, SMAppliance Center and Watsons. As of end 2009, SM City Rosaleshad an occupancy rate of 98%.

expansion & a restoration


gFA: 60,989 sqm.

ta: 152

Pai sl: 1,121


raa/F ol: 27

SM CITY ROSALES


EXPANSIONS: ROSALES


25/78

2010 promises to be another exciting year for SM Prime Holdings,Inc., as the company is set to open four new SM malls in variouskey areas in the country. The new SM malls in the countryscheduled to open their doors to shoppers in 2010 are:

LocaTion gross fLoor area (gfa)in sQuare meTers (sQm)

sm clb L 41,394 sm nvlh Qz ct 55,085 sm Tl Tl Pv 103,340 sm s Pbl L 34,409

In line with the companys thrust of expanding outside themetropolis, only one of the four new malls, will be in MetroManila, which is SM Novaliches. On the other hand, two will bein Laguna, namely SM Calamba and SM San Pablo, bringing theprovinces total number of SM malls to three, after SM City Sta.

Rosa. SM Tarlac, the biggest of the four malls, will be the very rstSM mall in the province of Tarlac, well known for its vast tracts ofsugar and rice plantations, among others.

Upon their completion within 2010, the four new SM mallswill add 234,228 sqm of GFA, bringing SM Primes total GFAin the country to approximately 4.7 million sqm, for an annualincrease of 5%. The new malls are seen to generate about 9,000

jobs. By the end of 2010, the company will have 40 supermalls,sustaining its leadership and dominance in the Philippine mallindustry.

In China, where SM Prime is gaining a stronger foothold, afourth mall is set to open in Suzhou, in the province of Jiangsu.The direction in China is to target emerging cities with the samemarket prole as those in the Philippines. These Chinese cities,however, are highly populated and are in the emerging stagesof retail development, to which SM Prime will have muchexperience and knowledge to contribute.

SM Primes expansion program for 2010, including China,will require an estimated capital expenditure of Php12 billion.This amount will be sourced through a combination of internallygenerated funds and debt.

As of year-end 2009, SM Prime has 36 SM malls in thePhilippines with a total GFA of 4.5 million sqm, and three SM

malls in Mainland China with a total GFA of 572,645 sqm. Ofthe Philippine malls, 15 are located in Metro Manila, while theother 21 are situated in prime locations in Luzon, Visayas, andMindanao (see map on page 10). This well-planned geographicmix clearly reects the companys strategic decision to expandmore aggressively in provinces outside the National Capital Region,where local economies are emerging. To date, SM Primes MetroManila malls provide 2.6 million sqm or 58% of GFA, while thosein the provinces contribute 1.9 million sqm or 42% of the total.

A Preview ofUpcoming SM Malls

Whats in store for 2010:

SM Calamba

SM Novaliches

SM Tarlac

SM San Pablo


2010 EXPANSION PROGRAM


26/78

In another trailblazing and innovative move,SM Prime Holdings, Inc. (SM Prime) softopened in October 2009 its SM Lifestyle Center

in Xiamen, China. An expansion of SM CityXiamen, which is SM Primes very rst shoppingmall in China, the SM Lifestyle Center is athree-building cluster with ve-levels each andsits on three hectares of land. It has a grossoor area of approximately 110,000 squaremeters.

xiam, chia

Introducing the

insM Lifl c

The SM Lifestyle Center is a shopping, dining, andentertainment mall that seeks to attract and draw in the mid toupscale consumer markets of the burgeoning and diverse cityof Xiamen, as well as those of other nearby cities. The centeroffers shoppers a wide range of boutique stores selling thelatest in name brands, high-end fashion, as well as ne diningrestaurants serving highly delectable cuisine. In addition, it hasseven movie houses run by Wanda Cinemas.

Designed by internationally renowned, Miami-basedArquitectonica, the center consists of three separate butinterconnected retail blocks. The three blocks incorporate innerpedestrian streets and pocket plazas that exude a fresh, naturalambiance conducive to outdoor activities such as al fresco

dining, weekend street markets, special exhibits, and open-air concerts, among others. The three retail blocks are jointlytopped near their center by a huge glass canopy that providesall-weather protection for the central activity plaza below.

The architecture of the SM Lifestyle Center is a compositionof playful geometric forms and folding planes, interspersedwith vertical and horizontal strips for signage and tenantsdisplays. Its over-all design is inspired to a certain extent bysuccessful urban centers and outdoor retail developments in theregion like those found in Shanghai and Singapore, explainsArquitectonicas associate architect and its project manager forSM Lifestyle Center, Tony dela Cruz.


CHINA MALLS


27/78

SM Primes operations in mainland

China realized signicant growth in bothrevenues and prot in 2009. Combined,the three malls, namely SM City Xiamen,SM City Jinjiang, and SM City Chengduposted a full-year 2009 net incomegrowth of 185% to Php273.0 millionfrom Php96.0 million during the previousyear. Revenues, on the other hand,amounted to Php1.0 billion, a 26%increase from Php825 million in 2008.Combined income from operations grewby 56% to Php409.0 million.

Growth is attributable to the growingpatronage of SM Malls in Jinjiang and

Chengdu, both of which opened in late2005 and 2006, respectively--much later

With its excellent, contemporary design and uniqueofferings rmly backed by SM Primes proven track record in malloperations, and coupled with Xiamens rapid development andevolving consumer tastes and preferences, there is very littledoubt that the SM Lifestyle Center is poised to be the landmark

and destination mall of choice in the city. The SM Lifestyle Centeris expected to be ofcially launched within this year.

Aside from SM City Xiamen, SM Primes other malls in Chinaare SM City Jinjiang and SM City Chengdu. Towards the end of2010, the company is slated to open SM City Suzhou in Chinas

Jiangsu province.

SM Malls in Chinathan the opening of SM City Xiamen in

2001. As of end 2009, Jinjiang had anoccupancy of 92% and Chengdu, 82%.Ofthe malls total revenues, SM City Xiamenaccounted for 58.3%. This was followedby SM City Jinjiang and SM City Chengdu,which accounted for 28.5% and 13.2%,respectively.

SM is taking an organic approachin second- and third-tier cities in Chinawhich are fast emerging and havemarket proles that are similar to thosein the Philippines. However, unlike thePhilippines, SM is virtually unknownin China except in cities where its

malls are currently located. For thisreason, brand building and establishingtenant relationships are the primaryconsiderations for newly opened malls.

In 2009, SM Prime augmented itshighly successful mall in Xiamen withthe SM Lifestyle Center providing anadditional GFA of 110,000 sqm. (Seerelated story.) In 2010, SM Prime willopen its fourth China mall, SM CitySuzhou in Jiangsu Province with a grossoor area of approximately 70,000square meters.

SM Jinjiang

SM Xiamen

SM Chengdu



28/78

BoarD of DirecTorsThe Board of Directors oversees themanagement of SM Prime. The Boardestablishes the strategic direction of thecompany, protects the interests of the

various stakeholders, and ensures thecontinued practice of fairness, transparencyand accountability throughout theorganization.

inDePenDenT DirecTorsSM Prime has two independent directorsand adopts the denition of independencein the Securities Regulation Code. Thecompany considers as an independentdirector one who, except for his directorsfees and minimal qualifying shares, isindependent of management and free

from any business or other relationshipwhich, or could reasonably be perceivedto, materially interfere with his exerciseof independent judgment in carrying outhis responsibilities as a director in thecompany.

SM Primes two independent directorsare Mr. Jose L. Cuisia, Jr., Vice Chairman ofthe Board since 1994, and Mr. Gregorio U.Kilayko, independent director since 2008.

commiTTee cHarTersThe Compensation and Remuneration and

the Nomination Committees of the SMPrime Board of Directors adopted theirrespective committee charters in 2009.The Charters identify the Committeescomposition, roles and responsibilities,based on the provisions of the companysManual on Corporate Governance. TheCharters also contain provisions onadministrative matters, such as the conductof proceedings and reporting to the Boardand Committee advisors.

The Audit and Corporate GovernanceCommittee already has an existing charter.

The salient features of the Charter are

Th plt v sm P Hld, i. hd t ml cpt

gv d cd eth. Th ml cpt gv tttlz th ppl d pt v thht th t zt. Th cd eth, hl,

l d th p pl lt t t t, th bd dt, t,

pl, hhld d vt, b pt, d th t. i 2009, sm P

pltd vl ttv t th tth t pt v pt.

summarized in the Audit and CorporateGovernance Committee Report in theAnnual Report. The Committee Report alsohighlights the duties, responsibilities, andprincipal activities of the Committee for the

previous year.

eVaLuaTion of THe BoarD anDPresiDenTIn 2009, the Board conducted an annualself-evaluation and an evaluation of thePresident. The evaluation involved a ratingof the performance of the individualdirector, the Board and the President forthe past year. The evaluation was based onthe duties and responsibilities of the Boardand the President under the companysManual on Corporate Governance and By-

Laws.The directors were also asked to ratethe support services given to them, onsuch matters as the quality and timing ofinformation given to the Board, and thefrequency and conduct of meetings. Thedirectors were also requested to identifytrainings, programs or any other assistancethey may need in the performance oftheir duties as director. The results of theevaluation were presented to the Boardand the President.

PoLiciesIn 2008, SM Prime implemented policieson acceptance of gifts from businesspartners, insider trading and placementof advertisements. In 2009, SM Primecontinued to move forward with itscorporate governance policies by revisitingits Code of Ethics and adopting guidelineson travel sponsored by business partners.

reViseD coDe of eTHicsIn March 2009, SM Prime revised itsCode of Ethics. The Code incorporates

the companys mission, vision and values

statement. It consolidates the companyspolicies for its directors, ofcers andemployees in relation to the performanceof their duties and responsibilities, and intheir business transactions with investors,

creditors, customers, contractors, suppliers,regulators and the public.The Code provides guidelines on

compliance and integrity, relationship withbusiness partners, employee welfare,shareholder rights, and protection ofcompany information. Specically, the Codegoverns reporting of suspected or actualfraudulent or dishonest acts, acceptanceof gifts from business partners, conict ofinterest, condentiality of vital businessinformation, and insider trading.

guiDeLines on TraVeL sPonsoreD ByBusiness ParTnersIn August 2009, SM Prime issued guidelineson travel sponsored by business partners.The term business partners refers tocontractors, suppliers, banks and otherentities engaged in business with SM Prime.The guidelines lay down specic rules togovern travel by SM Prime ofcers andemployees for business purposes, such asto attend trade shows or exhibits or forexposure to new products and innovations.

reLaTeD ParTy TransacTionsSM Prime is committed to ensuring that allrelated-party transactions are conducted onan arms length basis and based on prevailingmarket rates.

The company also recognizes theimportance of transparency in related-partytransactions. To this end, the companydiscloses in its nancial statements andquarterly and annual reports to the SEC and PSEthe nature, extent and amount of transactionswith related parties. The nancial statementsand reports are also available in the website

and readily accessible to the public.


CORPORATE GOVERNANCE


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DiscLosure anD TransParency

SM Prime values constant communicationwith its stakeholders. The companysthrust of disclosure and transparency isenshrined both in its Manual on CorporateGovernance and Code of Ethics.

In 2009, SM Prime re-launched animproved website to provide shareholdersand the public timely and relevantinformation on the companys business.The website is regularly updated and nowcontains a separate corporate governancesection. This section discusses at lengththe companys corporate governance

policies, projects and other mattersrequired under the Corporate GovernanceScorecard. It also contains the attendanceof directors in Board and Board Committeemeetings. (Please visit SM Primes websiteat www.smprime.comto access thecertication on the record of attendance ofthe members of the board for 2009.)

SM Prime also continues to conductregular briengs and meetings withinvestors, analysts and the press to updatethem on the companys various projectsand nancial and operational results. The

presentation materials at these briengsmay be viewed and downloaded from thewebsite.

Further, the company has remainedfully compliant with the disclosure andreporting requirements of the SEC and PSE.These reports are also available from thewebsite.

orienTaTions anD TrainingsTo increase awareness on corporategovernance throughout the organization,SM Prime conducted and participated in

several orientations and trainings in 2009.SM Prime conducted orientations onthe revised Code of Ethics to enlightenemployees on the principles and bestpractices on business ethics and informthem of their rights and obligationsunder the Code. SM Prime also formallyincluded corporate governance in theHuman Resources Departments CorporateOrientation Program for new employeesand the Re-Orientation Program foremployees who have been employed withthe company for ve years or more. This

serves to acquaint the employees with the

SM platform of governance and provides

employees with an overview on businessethics, risk management and corporatesocial responsibility, among other corporategovernance principles.

Key ofcers and top management alsotook part in the ICDs Orientation on theCorporate Governance Scorecards of the SMGroup conducted by Dr. Jesus Estanislao.Key ofcers of the company likewiseattended the Anti-Money LaunderingSeminar conducted by Atty. Vicente S.Aquino, Executive Director of the Anti-Money Laundering Council.

exTernaL ProJecTsSM Prime participated in various corporategovernance initiatives of public andprivate institutions in 2009. The SMGroup sponsored and participated in theOrganization for Economic Cooperationand Development 10th Asian Roundtableon Corporate Governance. The discussionscentered on the advancements that havebeen made in corporate governance, thecurrent initiatives being pursued, andcommitments of what will be undertaken

in the years to come.SM Prime also took part in the AsianInvestors Forum held in September 2009and sponsored by the ICD. This event wasa dialogue between investors and publicly-listed companies on how to move beyondcompliance with corporate governancerules and regulations, and deliver businessresults through a corporate governanceframework.

moVing forwarDSM Prime is currently revising its Manual

on Corporate Governance as requiredunder the SEC Revised Code of CorporateGovernance. The company also intends toenhance its policies and training programsto further develop corporate governancebest practices. It likewise remainscommitted to support the initiatives ofpublic and private institutions that seek toimprove corporate governance standards inthe country.

inVesTor reLaTions acTiViTiesThe investor relations unit of SM Prime

Holdings, Inc. (SM Prime) conducted

various activities in 2009 to address the

requirements of company investors andother stakeholders. These include thedisclosure of material company informationthrough ofcial press releases, analyst andmedia briengs, and non-deal roadshowsabroad.

In April 2009, the unit, in coordinationwith the Investor Relations Department ofSM Investments Corporation (SM-IR), heldSM Primes annual stockholders meeting,which was immediately followed by amedia and analyst brieng.

It also participated in SM-IR organized

analyst briengs, during which interimnancial results of SM and its subsidiaries,including that of SM Prime, were presentedand discussed. The rst half 2009 resultsbrieng was held in August, while that forthe third quarter of the year was held inNovember. Analysts and members of themedia were invited to the two events.Senior SM Prime executives attended toexplain the companys performance and toanswer questions from the participants.

During the year, SM Prime executivevice president and chief nance ofcer

Jeffrey C. Lim, on occasion with senior vicepresident for marketing Elizabeth T. Sy orvice president for nance Teresa CeciliaH. Reyes, went on non-deal roadshowsabroad to meet with institutional investorsand to provide them with updates on SMPrimes performance. In February 2009,the team visited Hong Kong and Singapore,where they met with 20 investment andasset management rms. In March, theywent back to the two nancial capitals,this time meeting with a total of 30 rms.In June, they were again in Singapore to

meet with 21 investment companies. InSeptember, they were in London wherethey met with 15 investment and fundmanagers. The following month, October,they were again in the United Kingdom,after which they proceeded to the US.During their UK and US roadshows, theymet with 23 rms.

In addition to these activities, theywere also able to hold numerous telephoneconferences with various investments rmsand analysts.



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resPonsiBiLiTy for THe enVironmenTSM Supermalls has always been committed to environmentalconservation. As such, we have organized and expandedour efforts through the SM Environmental Committee which

developed a four-point, long-term plan aimed at reducing ourcarbon footprint in the following areas:

Solid Waste Management Water Conservation Energy Efciency Air Quality Efciency

sld wt mt. In 2009 alone, SM Supermallsfacilitated the recycling of 97% of the wastes generated in themalls, diverting a staggering amount of waste from landlls. The37 SM malls generated 752.6 tons of waste of which about 90%are deemed non-hazardous such as cardboard, cartons, papers,

plastics, and cans and 10% are hazardous such as electronicwastes, vegetable oil, ink cartridges and the like. Methods takenby all the malls for waste management include the following:

Waste Segregation. The malls strictly requires all thetenants, maintenance staff, and retailers to segregate their trashthrough color-coded trash bins, a system that diverts 66 tons oftrash from landlls every week.

Trash to cash. This incentive encourages customers and tenantsto bring their traditional trash, such as newspapers and usedelectronics to designated areas outside the malls once everymonth in exchange for cash. Since we began the program in2007, we have generated Php20 million worth of recyclables, and

saved 30,000 seven-year old trees.

green Ba moveent.In lieu of biodegradable bags,customers are instead encouraged to use re-usable bags. Thishas reduced plastic bag consumption by 30%.

wt cvt.In 2008, all the malls consumed 5.7million cubic meters of water; of which 50% was discharged,

while the remaining50% was recycled andreused through our two-fold water conservation

program, which focusesrst on reducingconsumption, andsecond in monitoringefuent discharges.

In 2009,installationof tertiarytreatment plantssaved 2.5 millioncubic metersof water, whilethe switch to

waterless urinals allows us to save 315,000 cubic meters ofwater every year.

Besides consumption, we vigilantly monitor our efuent orsewage water rates. By installing a Sequential Batch Reactor,

we were able to recycle 44% of our treated efuents. Treatedwater is used for ushing toilets and other domestic use.

e e.SM Supermalls has implemented severalmeasures to achieve the effective and efcient use of energy.One of these measures is a new system called Focus EnterpriseBuilding Management System (EBAS), which uses smartelectronic climate control technology. The EBAS regulates themalls energy consumption by adjusting it based on temperaturethroughout the day. Since its installation, the EBAS has saved 50million kilowatt hours per annum and has reduced total energyconsumption by almost 35%. Since only 17 of the 37 SM malls

are using the EBAS, we therefore expect consumption levels togo down further as more malls are equipped with the EBAS.Other efforts to reduce energy consumption include green

building designs that make use skylight roofs for natural lighting;and the internal use of Lenovo notebook computers versustraditional desktops in order to take advantage of Lenovossmaller carbon footprint and higher recyclable content.

We also engaged the publics participation through ourCFL Distribution project in cooperation with the Department ofEnergy. Launched in September 2009, the Switch na to CFLexchanged up to a maximum of four incandescent bulbs per

resident for CFLs. Theproject has so far

replaced about vemillion incandescentbulbs with CFLs.

With all theseinitiatives, SMSupermalls wasawarded the Don

Emilio Abello Energy Efciency Award by the Department ofEnergy. The award is given annually to companies that show amarked improvement in efcient energy utilization, with notableprograms geared towards conservation.

a Qlt eSM Supermalls is one of the rst among the large institutionsto tackle air pollution in their sustainability program. Measurestaken include the following:

SM Supermalls has strictly become a No Smoking Mall inresponse to the Clean Air Act,

Smoke emission certicates are required from all PUVs in allSM authorized terminals,

A unique ParkFinder system in SMs premium malls not onlymakes parking more efcient, but also cuts down emissionsin our parking areas.

Bio Fuel Seminars are conducted for the users of ourtransport terminals.

% Recycling/Re-use of Treated Wastewater

25.40

25.25

25.37

25.30

25.20

25.10

25.002008 2009

Percent

Comparative Water Withdrawals, Discharge andRecycling/Re-Use

14000

12000

10000

4000

8000

2000

6000

total waterwithdrawal

total waterdischarge

total waterrecycle

0ThousandCubicMeters

20092008



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Our total Carbon Footprint, the standard by which wemeasure emissions, is 680,838.78 tons and 746,673.29 tons CO2equivalent, respectively for 2008 and 2009.

oTHer miLesTones

g fl ftvl. On September 23, 2009, SM Supermalls, incooperation with several embassies and movie distribution outts,staged the Green Film Festival, the rst eco-themed lm festslanted towards promoting conservation. Four movies, all withstorylines ranging from deforestation to climate change, wereshown to thousands of public school children all over the country.sm g B. SM Supermalls launched its Green Bag in

January 2009, which promoted reusing, reducing and recyclingto the malls loyal patrons. To add to its appeal, the GreenBagcarried prints of four exclusive designs by world-renowned

Filipino painter Manuel Baldemor. In 2009, a total of 1.5 millionSM GreenBags were sold.g rtl ad. SM Supermalls biggest call to actionis the Green Retail Agenda, emphasizing more sustainablepractices in the business sector. Staged at the SMX ConventionCenter last November, SM Supermalls rallied its tenants,business partners, and other members of the retail industryto take a long-term view and include more socially andecologically responsible goals in their business strategies. TheGreen Retail Agenda has also been rolled out to the differentmalls nationwide to share best practices with more peopleacross the country.

caring for PeoPLe wiTH DisaBiLiTiesThe core of SM Cares as a program lies in our desire to welcomeeveryone into our malls, including persons with disabilities(PWD). As such, a PWD Committee was created to develop waysto serve the needs of the disabled. Initiatives include buildingor renovating SM malls with more responsive architectureand educating employees and tenants to enable them toaccommodate specialized needs, even as we spread the ideathat not everyone who is handicapped is completely disabled.

A signicant milestone in 2009 was the rst-ever sensory-friendly movie in the country. Partnering with the AutismSociety of the Philippines, SM North EDSAs The Block Cinema

3 screened a special version of the Disney movie Up andadapted to the needs of children with autism and other specialneeds who were brought in by select SPED schools.

caring for senior ciTiZensBy reviewing current government policies and lifestyle trendson aging, SM Supermalls came up with programs that reinforcedthe statement growing old gracefully. We started by adoptinga seniors only policy that included courtesy lanes and prioritytreatment in specic stores and mall areas. In 2009, seniorswere given the opportunity to join SMs various programs whichaim to improve the quality of life of senior citizens.

caring for womenSince its inception of the Womens Committee, SM Supermallshas become a main venue for the promotion of womens causesincluding health issues such as breast and cervical cancer. We

have also played host to sporting events beneting a numberof womens charities, and bazaars focused on the latestentertainment and lifestyle trends. Add to that, we assist themin learning new skills through seminars on nancial managementand women entrepreneurship in partnership with entities like theFrancisco Colayco Foundation.

caring for cHiLDrenWith 1.2 million children coming to SM malls every single daywith their families, SM Supermalls has gone through greatlengths in making our malls child-friendly through a three-tieredcampaign.

To ensure safety and convenience, we have improved variousfacilities, from waterless kiddie urinals and child-level lavatoriesto escalator child-safe side strips and protective railings.

To increase staff awareness and service efciency we havecreated child-friendly programs such as Safe (internet) for Kids@ Cyberzone.

To consistently promote child education and values formation,SM malls held activities such as the National Childrens BookDay, Global Handwashing Day, and National Childrens Month

caring for BreasTfeeDing moTHersEvery year, 60,000 infants die of illnesses easily prevented by

breastfeeding. As such, we are highly motivated to educatemillions of mothers that walk through our doors in partnershipwith experts and NGOs. In 2009, we increased the numberof malls with breastfeeding stations to 32, with more stillbeing built. Moreover, SM has become one of the rst fewbreastfeeding-friendly malls in the world employees andtenants have been trained to assist mothers who are far from astation but nd the need to breastfeed.

caring for ofwSM Supermalls is again the rst to come up with a program thatcaters to migrant causes. SM launched its rst Global Pinoy Center(GPC) in December 2009, a hub catering to current and prospective

OFWs and their families. (See related story on page 29).

caring for TourisTsHaving one of the largest footprints in the country gives SM thedistinct privilege of facilitating Philippine tourism through itsworld-class malls. Thus, it is SM Supermalls vision to make itsmalls a venue for tourism promotion by local communities whichcan further generate jobs and uplift economic standards. In 2009,SM Mall of Asia pioneered the Tourist Assistance Kit, a helpfultool for any mall concierge to be able to handle various questionsregarding data and services that are most benecial to travelers.


SUSTAINABILTY REPORT


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recogniZing THe ViTaL roLe playedby Overseas Filipino Workers (OFWs) orGlobal Pinoys in the countrys growth,SM Supermalls created a unique programthat caters to migrant workers and theirfamilies as a means of showing SMsappreciation for their valuable economiccontribution.

The Global Pinoy Center was borneout of the vision of Mr. Hans T. Sy,President of SM Prime Holdings, Inc. Iwant to create a place for OFWs and theirfamilies when they visit the malls, heonce said.

Thus, on December 10, 2009, SMSupermalls opened its rst Global PinoyCenter at the SM Mall of Asia. The180-square meter facility serves as alounge exclusively for Global Pinoy cardmembers. OFWs and their loved onescan become Global Pinoy card members

SM Supermalls Pays Tribute to GlobalPinoysby visiting the Global Pinoy Center locatedin each SM Supermall. The Global Pinoycard entitles members to over Php100,000worth of discounts and perks from SMretail stores and hundreds of partnerestablishments.

Offering convenience and dedicatedservice, the Global Pinoy Center is trulya one-stop shop for OFWs. Apart fromgetting free drinks, they can access aBDO remittance center and SMs foreignexchange counter. OFWs can also use theGlobal Pinoy Centers internet facilities andavail themselves of free voice or videocalls through the Abot Tanaw Program.Abot Tanaw is a social media network thatallows Filipinos to communicate with theirloved ones abroad through voice and video

telephony services at no cost.At present, there are 11 Global Pinoy

Centers in SM malls nationwide. These arelocated in SM Mall of Asia, SM City Fairview,SM City Clark, SM City Marilao, SM CityNorth Edsa, SM Megamall, SM City Davao,SM City Cebu, SM City Iloilo, SM City Rosarioand SM City Bacoor. Mr. Glenn Ang, SMSupermalls Vice President for Operationsand Committee Head of the GlobalPinoy program said, By May 2010, eachexisting SM mall will have its own GlobalPinoy Center. The cost to fully execute

With about nine million Filipinosemployed overseas sending anaverage of more than one billionUS dollars in remittances monthly,migrant workers truly deserve to

be called the modern day heroesas their contribution gives thePhilippine economy a steady boost.

the program is about Php180 million. Tofurther underscore our commitment to thisprogram, all future SM malls will have theirown Global Pinoy Centers.

Apart from providing comfortablefacilities for OFWs, at the heart of the

Global Pinoy program is its corporate socialresponsibility.

SM Supermalls has forged a tie-upwith the Bangko Sentral ng Pilipinas (BSP)in conducting free seminars that will teachOFWs and their dependents how to wiselyinvest and grow their hard-earned money.SM Supermalls will also conduct skillstrainings in partnership with the TechnologyResource Center (TRC) and the TechnicalEducation and Skills Development Authority(TESDA). While the Department of Trade

and Industry (DTI) will conduct seminars onentrepreneurship. Global Pinoy memberscan also avail of free legal assistance aswell as socio-psychological counseling.

The Global Pinoy Center is our humbletribute to the Global Pinoys who havemade great sacrices abroad, to give theirchildren here, the best education they canhave, a chance for their families to owntheir homes, the hope for a better life,and a secure future, concludes Ms. AnnieGarcia, President of SM Supermalls.



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its shopping malls and facilities. SM City Marikina, for example,stands on stilts, inasmuch as it is near the Marikina River. As forthe other SM malls, most of them are constructed at least onemeter higher than the main road or highway in their vicinity. SMs60-hectare Mall of Asia Complex in Pasay City is three metersabove sea level. OneE-com Center, which is an SM-owned,10-storey ofce building in the complex, has its power and airconditioning systems on its topmost oor. Engineering designssuch as these ensure that SM malls have better chances ofsurviving disasters and emergencies.

HeLP neeDeDWhat is more noteworthy, however, is SM Primes reaction,together with other member companies of the SM Group, tothe twin calamities. The company selessly extended a much-needed helping hand to the unfortunate victims of both Ondoyand Pepeng. During and right after the devastating wrath of thesetwo relentless typhoons, SM Prime was at the forefront of rescueand relief operations in areas near the affected malls, securing thelives of customers, employees, and evacuees.

At the height of Ondoys ooding, stranded motorists weregiven free entry and access to the car park buildings of variousSM malls in Metro Manila, thus transforming these facilities into

a dry, safe refuge. Blankets were even provided for those whostayed overnight in their vehicles. Mall goers who could no longergo home due to the oods were allowed to stay inside the malls,where conditions were much safer. They were provided withcoffee and snacks and were allowed to sleep in benches andchairs.

During Pepengs fury in Northern Luzon, those trappedinside SM City Rosales in Pangasinan were also assisted bymall employees. An SM helicopter was dispatched by highermanagement to ferry relief goods and extricate trapped victims.SM Prime coordinated with local government units, non-government organizations, hospitals, and evacuation centers toensure that much needed relief efforts will reach all victims.

PosiTiVe afTermaTHFrom all the hardships and tribulations resulting from the twotyphoons, an inspiring and heart warming phenomenon arose,which is the spirit of volunteerism among SM employees.Many of them, on their own volition, took time off their busyschedules and went to various staging areas to help in the reliefefforts.

Christie Angeles, SM Foundation, Inc. assistant vicepresident, shares, There was a spontaneous outpouring ofvolunteerism during those difcult times. Employees fromvarious SM companies helped implement the FoundationsOperation Tulong Express. They either helped in packing the

relief bags, or went to the affected areas to distribute the goodsand assist the medical personnel. We were never lacking inhelping hands.

When the dust had nally settled, 14,540 mall customerswere given assistance. In addition, close to 40,000 relief bagswere distributed and 36,633 families were served duringmedical and relief missions staged immediately after thetyphoons hit the country. These numbers are a clear indicationof SMs selessness, willingn

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