SM Entertainment will do its best to be a trusted company based on transparent management.
Shareholder Structure as of the end of 2018 (Unit: Shares, %)
|Name||Number of Shares||Stake|
|Soo Man Lee||4,392,368||19.07%|
|National Pension service||2,025,187||8.79%|
|Mirae Asset Global Investments||1,185,627||5.15%|
Board of Directors
|Lee, Sung Su||CEO||Head of the Producing Division of SM Entertainment Co., Ltd.|
|Tak, Young Jun||CMO||Head of the Artist Management Division of SM Entertainment Co., Ltd.|
|Park Jun Young||Inside Director||Head of the Amusement Planning Division of SM Entertainment Co., Ltd.|
|Chae Hee Man||Outside Director||
Head of the Management Strategy Division of Kumho Electric Inc.
Professor for Industry-Academy Cooperation, Dept. of Business Administration, Kookmin University
|Ji Chang Hoon||Outside Director||
Head of the Freight Business Division of Korean Air Co., Ltd.
General Manager of Korean Air Co., Ltd.
|Lee Gang Bok||Auditor||
Representative Director of CJ Entertainment Co., Ltd.
Professor at Dongguk University Business School
Policy on Disclosure of Information
Internal Information Management Regulations
Chapter 1 General Rules
Article 1 (Purpose)
The purpose of these provisions is to specify matters related to the comprehensive management and proper disclosure of internal information of SM Entertainment Co., Ltd. (hereinafter, referred to as “Company”) for the prompt and accurate disclosure in compliance with the “Financial Investment Services and Capital Markets Act (hereinafter, referred to as the "Law")” and other related laws and regulations and the prevention of insider trading.
Article 2 (Definition of Terms)
Article 3 (Application Scope)
Matters related to disclosure, insider trading, and internal information management shall be subject to these provisions except as provided in relevant laws, regulations, or articles of association.
Chapter 2 Management of Internal Information
Article 4 (Management of Internal Information)
Article 5 (Officer in Charge of Disclosure)
Article 6 (Person in Charge of Disclosure)
Article 7 (Concentration of Internal Information)
①Directors and department managers shall provide information to the disclosure officer if any of the following applies.
Article 7-2 (Management of the Largest Shareholder-related Information)
The disclosure officer fully explains the facts to the largest shareholder in order to facilitate the disclosure obligations and inquiry disclosure requirements related to the largest shareholder, and the information delivery system should be established so the information is received in a timely manner.
Article 7-3 (Concentration on Internal Information of Subsidiaries)
①The company shall promptly notify its subsidiaries of its internal disclosure to the company's disclosure officer or disclosure personnel in the event that internal information arises or is expected to arise with respect to subsidiaries.
②In order to efficiently manage internal information related to other disclosure requirements in paragraph 1, the company shall have a person who manages disclosure related information at the subsidiary level. If the company designates or changes such disclosure information, the company shall notify the disclosure officer or disclosure personnel immediately.
③The company may require subordinate companies to submit relevant data to the extent necessary for disclosure.
Article 8 (Providing Internal Information Outside)
Chapter 3 Disclosure of Internal Information
Article 9 (Type of Disclosure)
Disclosure by the Company is divided into the following.
Article 9-2 (Confirmation of Disclosure Target)
In order to judge whether or not disclosure requirements including disclosure of fairness are necessary in accordance with the regulation, precaution is required to include matters that may affect the share price or investment judgment under Article 6 (1) 4 of the disclosure regulations.
Article 10 (Execution of Disclosure)
Article 10-2 (Efficient Execution of Disclosure)
The disclosure officer shall prepare necessary information in the event of the disclosure specified in Article 9, and make an effort to provide necessary documents and disclose it without delay.
Article 11 (Follow-up of Disclosure)
Per Article 30, the person in charge of disclosure and the disclosure officer shall make every effort to act in the most efficient way correct or amend any disclosure information with errors, missing information or changes.
Article 12 (Media Coverage, Etc.)
Article 12-2 (Confirmation of Contents Distributed to the Media)
The person in charge of disclosure and the disclosure officer as well as the owners of the internal information disclosed shall regularly check the media and take necessary measures if the contents are different from the facts.
Article 13 (Investor Relations)
①The representative director shall realize that IR activities are the management responsibilities of KOSDAQ-listed corporations and make efforts to build trust with financial interests by voluntarily and continuously holding company presentations.
②Company presentations about the management details, business plans, and prospects of the company shall be given after obtaining the approval of the officer in charge of disclosure.
③The officer in charge of disclosure or the person in charge of disclosure shall announce the date, location, and details of the company presentation until the day before the meeting and post the related materials to the disclosure submission system of the Exchange before the presentation.
④ All executives and employees of the company shall use care not to disclose any of the information subject to fair disclosure that has not been disclosed during the company presentation. .
Article 13-2 (Rumor)
①In cases where rumors are circulated in the market, disclosure officer should check whether the contents of the story are true or not by consulting with the related business department.
②Based on the confirmation results under paragraph 1, if deemeed necessary and the relevant information is subject to disclosure requirements pursuant to the disclosure rules, relevant information shall be disclosed.
Article 13-3 (Request for Information)
①When disclosure of information related to the company is requested from shareholders and stakeholders, the disclosure officer should examine the legitimacy of the request and determine the provision of relevant information.
②The disclosure officer may hear opinions from the legal department or external legal experts on whether the information requested to be provided may affect the investor's investment decisions and share prices.
③If information is provided pursuant to the decision of paragraph 1, Article 12-3 shall apply mutatis mutandis.
Chapter 4 Regulation on Insider Trading
Article 14 (Return of Gains on Short-term Trade)
Article 15 (Notification on Sales of Specific Securities, Etc.)
Executives and staff members as set forth in Article 172 (1) of the Act and Article 194 of the Enforcement Decree of the Act shall notify the officer in charge of disclosure of sales or other transactions of specific securities, etc.
Article 16 (Prohibition on Use of Undisclosed Important Information)
Executives and staff members shall not use undisclosed important information (including undisclosed important information of affiliated companies) as set forth in Article 174 (1) of the Act for sales or other transactions of specific securities or let others use such information.
Chapter 5 Supplementary Rules
Article 17 (Education)
①The disclosure officer and the disclosure personnel shall complete training related to the disclosure work pursuant to Article 36 and Article 44 (5) of the Disclosure Regulations, and the disclosure officer shall ensure that the training contents are delivered to the relevant directors and employees.
②The representative director shall make sufficient efforts to the directors and employees, such as the provision of Articles 14 through 16, and the implementation of training to prevent insider trading prescribed by other laws.
Article 18 (Revision and Revocation of Regulations)
Revision or revocation of regulations shall be decided by the representative director.
Article 19 (Announcement of Regulation)
These regulations shall be made public and available through the company’s website. The same applies when regulations are revised.
This regulation shall be effective as of September 3, 2009.
This regulation shall be effective as of December 20, 2016.
This regulation shall be effective as of August 17, 2017.