SM Prime adopted a Code of Ethics to lay down its policies in relation to its customers, Board of Directors, management, employees, shareholders and investors, business partners, and the community. 

The Code provides that the company's prime considerations are integrity and customer satisfaction. To this end, the company strives to render adequate, reliable and efficient customer service at reasonable cost. It also selects, develops and compensates the best people to manage the company, from the Board of Directors, to the employees, officers, consultants and other service providers. The company protects its employees' individual and collective rights and encourages free and honest communication within the organization. It likewise aims to provide its employees with adequate benefits as well as a safe workplace and environment.

The Code further expresses the protection of shareholders' and investors' interests, including their rights to a fair return of investment and accurate and timely information. The Code also mandates a fair and transparent process for the evaluation and selection of suppliers of goods and services. It requires an effective monitoring and control system to prevent fraud and other malpractices. The Code prohibits the solicitation or acceptance of gifts by any director, officer or employee of the company from any business partner, except only for gifts of nominal value or those given for the company's charitable projects.

The Code states the company's thrust to develop good community relations by supporting health, educational, livelihood and other charitable projects. The Code also prohibits conflict of interest, insider trading, corruption and other illegal acts. Any person who violates the Code shall be subject to disciplinary action, without prejudice to other legal action that may be taken against him.

Revised Code of Ethics

In March 2009, SM Prime Holdings, Inc. revised its Code of Ethics, which serves as a guiding principle for its directors, officers and employees in the performance of their duties and the conduct of their transactions with business partners.  The Code reflects the company's mission, vision and values statement.  The salient provisions of the Code pertain to compliance and integrity, relationship with business partners, employee welfare, shareholder rights and protection of company information. 

Some of the important provisions of the Code are as follows:

The company's Human Resources and Corporate Governance departments are responsible for implementing and monitoring compliance with the Code.  Violations of the Code are punishable by disciplinary action and/or the filing of appropriate civil and criminal action.

SMPH Code of Ethics

Policy on Accountability, Integrity and Vigilance

The Company’s whistle blower policy, referred to as the Policy on Accountability, Integrity and Vigilance (PAIV), was adopted to create an environment where concerns and issues, made in good faith, may be raised freely within the organization. Under the policy, any stakeholder may submit an incident report on suspected or actual violations of the Code of Ethics, the Company’s Code of Conduct or any other applicable law or regulation. Upon receipt of an incident report, Management is tasked to conduct an investigation on its merit, subject to due process and applicable penalties and sanctions thereafter.

Guidelines on Acceptance of Gifts
SM Prime adopted a policy to prohibit all directors, officers and employees from soliciting gifts in any form from any business partner, and from accepting gifts in any form, except for corporate give-aways, tokens or promotional items of nominal value.  The policy aims to ensure integrity in procurement practices and the selection of the most appropriate business partner in each instance.

Insider Trading Policy
SM Prime also issued a policy prohibiting directors, officers and employees of SM who know material and confidential information from buying or selling shares of stock of the listed SM companies.  All information that is likely to affect the market price of SM's shares is deemed to be material.  The policy is intended to implement the prohibitions on insider trading in the Securities Regulation Code and to comply with best practices on corporate governance.  In line with the company's insider trading policy, all directors and senior officers are required to disclose their transactions on the company's shares, in accordance with the provisions of the  Securities Regulation Code and other relevant issuances.    

Guidelines on Placement of Advertisements
SM Prime further adopted guidelines to prohibit the placement of advertisements in publications that solicit for such ad placement prior to the release of the official results of an awarding process conducted by the publication and where an SM company or executive is one of the nominees vying for the award/s.  SM may consider placing advertisements in such publications as part of its over-all marketing strategy, but only after the release of the results of the awarding process and where it will not create reasonable doubt that such ad placement influenced in any way an award given to an SM company or executive.

Guidelines on Travel Sponsored by Business Partners

In August 2009, SM Prime issued guidelines on travel sponsored by business partners.  The guidelines prohibit travel sponsored by business partners, which refer to contractors, suppliers, banks and other entities engaged in business with SM Prime.  Where a business partner invites SM Prime officers or employees to travel for the purpose of attending trade shows or exhibits, or for exposure to new products  and innovations, among other similar purposes, officers and employees are prohibited from accepting such sponsored travel.  If the SM Prime management deems that such travel is necessary for the business and for the development and training of officers and employees, SM Prime will pay for the cost of the travel. 

The guidelines further prohibit all SM Prime officers or employees from accepting any travel sponsored by any current or prospective business partner which is participating in any on-going bidding or selection process for any SM project or transaction.