SM Entertainment will do its best to be a trusted company based on transparent management.
Shareholder Structure as of 2021.09.30 (Unit: Shares, %)
|Name||Number of Shares||Stake|
|Lee Soo Man (Founder)||4,392,368||18.53%|
Board of Directors
|Lee, Sung Su||CEO||Head of the Producing Division of SM Entertainment Co., Ltd.|
|Tak, Young Jun||COO||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.|
|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
Internal Information Management Regulations
Internal Information Management Regulations
Chapter 1 General Provisions
Article 1 (Purpose)
The purpose of these Regulations shall be to establish matters concerning the comprehensive management and proper disclosure of internal information of the Company in order to make rapid and accurate disclosure of the Company and prevent insider trading of executives, directors, and employees of the Company under the Capital Market and Financial Investment Act (the "Act") and other regulations.
Article 2 (Definition of Terms)
Article 3 (Application Scope)
Matters concerning disclosure, insider trading and internal information management shall follow these Regulations, except as provided in relevant laws, regulations, or the Articles of Incorporation.
Chapter 2 Management of Internal Information
Article 4 (Management of Internal Information)
Article 5 (Disclosure Officer)
Article 6 (Disclosure Manager)
Article 7 (Concentration of Internal Information)
Article 7-2 (Management of Information Regarding the Largest Shareholder)
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 (External Provision of Internal Information)
Chapter 3 Disclosure of Internal Information
Article 9 (Types of Disclosure)
Disclosure by the Company is divided into the following.
Article 9-2 (Confirmation of Disclosure Subject)
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 (Prompt 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 (Post Measure After Disclosure)
Per Article 30, the Disclosure Manager and the Disclosure Officer shall take measures without delay to act in the most efficient way to correct or amend any disclosure information with errors, missing information or changes.
Article 12 (Media Coverage, Etc.)
Article 12-2 (Confirmation of Reported Contents)
The Disclosure Officer, Disclosure Manager, and division where internal information has occurred, if the contents of the press release are subject to fair disclosure, shall ordinarily check the contents of the Company-related reports from the media on a regular basis and take measures to correct any matters that are different from the facts.
Article 13 (Investor Relations Session)
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 proceeded in consultation with the Disclosure Officer.
③The Disclosure Manager or the Disclosure Manager 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.
④All 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 (Rumors)
①In cases where rumors are spread in the market, the 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 deemed 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 Providing 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 of the Sale, etc. of Specific Securities, etc.)
Executives and employees as set forth in Article 172 (1) of the Act and Article 194 of the Enforcement Decree of the Act shall notify the Disclosure Officer in the case of sales or other transactions of specific securities, etc.
Article 16 (Prohibition of the Use of Non-Disclosed Material Information)
Executives and employees 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 Provisions
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 notify the training contents 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 (The Amendment and Abolishment of Regulation)
The amendment and abolishment of these regulations shall be made 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.
This regulation shall be effective as of September 1, 2021.
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