REG - Lotte Shopping CoLtd - Half-year Report <Origin Href="QuoteRef">023530.KS</Origin> - Part 4
23/09/2016 07:20
- Part 4: For the preceding part double click ID:nRSW6468Kc
0.00 300 0.00 -
Hotel Lotte Co., Ltd. Related company Common shares 2,781,947 8.83 2,781,947 8.83 -
Korea Fuji Film Co., Ltd. Related company Common shares 2,474,543 7.86 2,474,543 7.86 -
Lotte Confectionary Co., Ltd. Related company Common shares 2,474,543 7.86 2,474,543 7.86 -
Lotte Data Communication Company Related company Common shares 1,515,653 4.81 1,515,653 4.81 -
Lotte Chilsung Co., Ltd. Related company Common shares 1,237,272 3.93 1,237,272 3.93 -
Lotte Construction Co., Ltd. Related company Common shares 300,019 0.95 300,019 0.95 -
Busan Lotte Hotel, Co., Ltd. Related company Common shares 246,720 0.78 246,720 0.78 -
Seonyun Jang Relative Common shares 700 0.00 700 0.00 -
Yumi Shin Relative Common shares 28,903 0.09 28,903 0.09 -
Lotte Samdong Welfare Foundation Foundation Common shares 47,888 0.15 47,888 0.15 -
Yuwon Industry Co., Ltd. Other Common shares 3,000 0.01 3,000 0.01 -
Mikyeong Seo Other Common shares 30,531 0.10 30,531 0.10 -
Jaeyoung Jang Other Common shares 950 0.00 950 0.00 -
Juyoung Yu Other Common shares 499 0.00 499 0.00 -
Treasury stock Other Common shares 1,938,688 6.16 1,938,688 6.16 -
Total Common shares 22,082,361 70.12 22,082,361 70.12 -
Preferred shares 0 0 0 0
※ The number of specially related parties: 18
※ The largest shareholder: Dongbin Shin
B. Change in the largest shareholder
There has not been any change in the largest shareholder during the reporting period (for the recent three business
years).
C. Distribution of Shares
Shareholders owning more than 5% of the Company's shares
(As of 30 June 2016) (Unit: shares, %)
Name Number of shares Equity interest
Dongbin Shin 4,237,627 13.46%
Dongju Shin 4,235,883 13.45%
Hotel Lotte Co., Ltd. 2,781,947 8.83%
Korea Fuji Film Co., Ltd. 2,474,543 7.86%
Lotte Confectionary Co., Ltd. 2,474,543 7.86%
※ The employee stock ownership association has 39,136 shares, which is equal to a 0.12% interest in the Company.
1. Stock Price and Transaction Record
a. Domestic Stock Market
(Unit: Won, shares)
Category January2016 February2016 March2016 April2016 May2016 June2016
Common stock price Maximum 237,500 250,000 277,500 272,000 264,500 229,000
Minimum 217,500 226,000 249,500 253,500 223,500 198,500
Average 229,625 235,139 264,659 263,600 237,050 212,905
Transaction volume Daily maximum 60,782 111,774 147,033 79,112 242,496 209,726
Daily minimum 22,169 13,941 15,234 17,697 26,212 31,262
Monthly total 764,456 731,928 1,281,259 770,715 1,286,599 1,485,785
b. Overseas Stock Market
Exchange: London Stock Exchange (Unit: USD)
Category January2016 February2016 March2016 April2016 May2016 June2016
Common stock price(US $) Maximum 9.50 9.71 11.45 11.70 11.20 9.64
Minimum 9.25 9.18 9.78 10.85 9.39 8.29
Average 9.36 9.43 10.87 11.27 10.00 9.02
Common stock price(won) Maximum 10,958 11,200 13,208 13,627 13,045 11,228
Minimum 10,670 10,589 11,281 12,637 10,937 9,655
Average 10,797 10,879 12,534 13,131 11,650 10,502
Transaction volume Daily maximum 5,860 1,600 1,400 1,800 11,600 900
Daily minimum 200 100 100 16 29 1
Monthly total 6,760 7,800 3,000 8,339 15,729 2,901
※ As of 30 June 2016 (exchange rate of USD 1.00 = KRW 1,164.70)
※ GDS (global depositary share) per share 20 issued with a ratio per 1GDS was issued to the 20.67
(exchange rate of USD 1.00 = KRW 967.8)
VII. Executives and Employees
A. Status of Executives and Employees
1. Executives
Registered Executives
(As of 30 June 2016)
(Unit: shares)
Kyukho Shin 1922.10 Executive Chairman Representative Director 293,877 - 2015.3.20 2017.03.19
~2017.3.19
Dongbin Shin 1955.02 Chairman Inside Director 4,237,627 - 2016.3.22~2018.3.21 2018.03.21
Inwon Lee 1947.08 Vice-Chairman Representative Director - - 2016.3.22~2018.3.21 2018.03.21
Wonjoon Lee 1956.11 President Representative Director 300 - 2016.3.22~2018.3.21 2018.03.21
Youngja Shin 1942.10 Inside Director Inside Director 232,818 - 2016.3.22~2018.3.21 2018.03.21
Soogeun Kwak 1953.08 Outside Director Outside Director - - 2016.3.22~2018.3.21 2018.03.21
Jeongsuk Moon 1955.03 Outside Director Outside Director - - 2015.3.20~2017.3.19 2017.03.19
Hyeryeon Kang 1957.07 Outside Director Outside Director - - 2015.3.20~2017.3.19 2017.03.19
JaeWon Lee 1958.02 Outside Director Outside Director - - 2016.3.22~2018.3.21 2018.03.21
JaeWan Bahk 1955.01 Outside Director Outside Director - - 2016.3.22~2018.3.21 2018.03.21
SeokYoung Choi 1955.10 Executive Chairman Representative Director - - 2016.3.22~2018.3.21 2018.03.21
2016.3.22~2018.3.21
2018.03.21
SeokYoung Choi
1955.10
Executive Chairman
Representative Director
-
-
2016.3.22~2018.3.21
2018.03.21
※ Outside directors Taehyeon Kim and Byungkee Ko resigned on 18 March 2016.
※ Dongbin Shin, Youngja Shin, Inwon Lee, Wonjoon Lee were reappointed as representative and inside director on 18 March
2016, and Soogeun Kwak was reappointed as outside director, JaeWon Lee, JaeWan Bahk, SeokYoung Choi were appointed as
outside directors on the same date.
• Executivesholdingconcurrent positions in other companies
Name Name of Affiliates Positions
Kyukho Shin Busan Lotte Hotel, Co., Ltd. Internal Director
Lotte Construction Co., Ltd. Non-standing Executive Director
Lotte Giants Co., Ltd. Internal Director
Lotte Aluminium Co., Ltd. Non-standing Executive Director
Dongbin Shin Hotel Lotte Co., Ltd. Representative Director
Canon Korea Business Solution INC. Internal Director
FLR Korea Co., Ltd. Non-standing Executive Director
Lotte Chemical Co., Ltd. Representative Director
Lotte Confectionary Co., Ltd. Representative Director
Lotte Culture Foundation Director
Youngja Shin Hotel Lotte Co., Ltd. Internal Director
Busan Lotte Hotel Co., Ltd. Internal Director
Lotte Construction Co., Ltd. Non-standing Executive Director
Lotte Giants Co., Ltd. Internal Director
Daehong Communications Co., Ltd. Non-standing Executive Director
Lotteria Co., Ltd. Non-standing Executive Director
S&S International Co., Ltd. Representative Director
Lotte Welfare Foundation Director
Lotte Scholarship Foundation Director
Lotte Samdong Welfare Foundation Director
Soogeun Kwak LS Co., Ltd. Outside Director
Jaewan Park Samsung Electronics Co., Ltd. Outside Director
※As of 30 June 2016
Non-registered Executives
(As of 30 June 2016) (Unit: shares)
Jinse So 1950.05 President External Coordiantion 142
Gakgyu Hwang 1955.04 President Operations 65
Jaehwa Kim 1954.07 President Audit Director
Jongmin Yoon 1960.11 Vice President Human resources
Bongcheol Lee 1958.05 Vice President Support
Heetae Gang 1959.04 Vice President Department Store China 111
Jongin Kim 1963.03 Vice President Mart Executive President 24
Jaedon Ryu 1960.08 Senior Managing Director Secretary
Ilmin Lee 1959.06 Senior Managing Director Secretary 47
Byungyeon Lim 1964.09 Senior Managing Director Vision Strategy
Jaechan Lee 1960.02 Senior Managing Director Communications
Jonghyeon Kang 1964.05 Senior Managing Director Operations
Jaeyoon Suh 1958.06 Senior Managing Director China
Changrak Kim 1957.12 Senior Managing Director Department Store Product 1 219
Wansin Lee 1960.10 Senior Managing Director Department Store Marketing 386
Janghwa Lee 1959.06 Senior Managing Director Department Store Business 1 100
Hoju Jang 1960.08 Senior Managing Director Department Store Finance 100
Yoonnchul Noh 1961.04 Senior Managing Director Department Store New business
Yongpyo Moon 1962.04 Senior Managing Director Mart Customer 32
Yeongkyun Kim 1960.10 Senior Managing Director Mart MD strategy 30
Hosung Park 1958.09 Senior Managing Director Mart VIC Market product 202
Chunseok Choi 1960.03 Senior Managing Director Representative Director (Supermarket) 86
Wonchun Cha 1957.12 Senior Managing Director Representative Director (Cinema)
Soochan Ko 1962.09 Managing Director Operations
Seokhwan Lee 1967.08 Managing Director Communications
Ikwoo Nam 1962.01 Managing Director Operations
Jonghyun Lee 1963.04 Managing Director Public relation
Hyunok Kim 1969.07 Managing Director Legal
Taewan Kim 1965.03 Managing Director Vision Strategy
Wonkyu Ki 1966.02 Managing Director Human resources
Youngjae Cho 1966.04 Managing Director Operations 156
Woochul Cha 1968.01 Managing Director Audit Director 16
Yongseok Hwang 1970.02 Managing Director Corporate culture 16
Chansoo Kim 1965.03 Managing Director Distribution CFD
Jinsung Lee 1969.02 Managing Director Future Strategy Center
Donghyuk Jeong 1962.07 Managing Director Department Store Business 2 40
JunWon Lim 1962.05 Managing Director Department Store Daegu branch
Taehak Cho 1961.03 Managing Director Department Store Shenyang branch 186
Minyeol Ryu 1966.03 Managing Director Department Store Business 3 171
Giljo Woo 1966.08 Managing Director Department Store MD strategy 50
Jun Jang 1958.12 Managing Director Department Store Design 87
Changhui Nam 1966.10 Managing Director Mart Grocery MD 96
Jookyung Yoon 1965.04 Managing Director Mart Indonesia retail 71
Daesik Jang 1966.12 Managing Director Mart law observance
Seunghee Kim 1965.04 Managing Director Supermarket membership development
Jonghuan Kim 1962.05 Managing Director Supermarket sales 32
Wonho Jung 1969.02 Managing Director Supermarket product 55
Gwanro Lee 1963.02 Managing Director Cinema sales 32
seonghyeon Gang 1970.01 Managing Director lohb's Executive President
Sunghack Lee 1965.12 Director Communications
Youngchul Jung 1971.05 Director Secretary
Byeonghui Lee 1969.03 Director Communications
seokkyun Kim 1968.07 Director Finance
InKu Park 1967.10 Director Strategy & Insight Center
hongchul Kim 1970.01 Director Audit Director
Younghwan Lee 1970.06 Director Human resources 55
Wonjae Kim 1968.04 Director Finance
Jaehong Lee 1970.05 Director Strategy & Insight Center
Jinsung Heo 1970.06 Director Audit Director
Unseong Baek 1965.06 Director Welfare 71
Gwangchul Shin 1967.11 Director Strategy & Insight Center 29
Changhee Choi 1972.03 Director Future Strategy Center
Myeongseob Shim 1970.01 Director Future Strategy Center
Sangseon Yoon 1969.11 Director China
Hyungsik Jeon 1963.08 Director Department Store Product 2 164
Younsung Jung 1965.03 Director Department Store Jamsil branch 119
Gyuwan Hwang 1965.02 Director Department Store main branch 121
Choulwon Jang 1963.08 Director Department Store GF business 41
Hoseol Lee 1970.07 Director Department Store Youngdeungpo branch 94
Taeheung Nam 1964.12 Director Department Store Cheongnyangni 90
Daesu Kim 1967.09 Director Department Store Nowon branch 50
Jungho Song 1966.03 Director Department Store Busan main branch 752
Wansu Park 1968.11 Director Department Store Management support 123
Jaeok Lee 1970.01 Director Department Store women's fashion 35
Seondae Lee 1970.01 Director Department Store Public relations
Gidae Nam 1967.02 Director Department Store Food products 132
Yeongsu Ha 1970.06 Director Department Store Home appliances 53
Yeongtaek Yu 1969.06 Director Department Store Gwangbok 40
Hyungkyu Lee 1967.01 Director Department Store Pyeongchon branch 50
Younghwan Lee 1967.1 Director Department Store Suwon branch 112
Jonghyeok Hyeon 1969.10 Director Department Store Ulsan branch 40
Jieun Kim 1969.08 Director Department StoreOverseas fashion 50
Joohyuk Park 1968.01 Director Department Store gangnam branch 60
Younghwan Park 1968.11 Director Department Store Marketing 55
Jaiwook Kang 1968.01 Director Department Store Daejeon branch 40
Jinyup Kim 1970.04 Director Department Store merchandise 65
Junseok Cho 1970.03 Director Department Store Premium Outlets Paju branch 174
Deoghyung E 1970.06 Director Department Store Premium Outlets Gimhae branch 100
Kyoung Choi 1970.04 Director Department Store Centum City branch 10
Sangsoo Kim 1971.08 Director Department Store Planning 80
Hyun Park 1971.09 Director Department Store overseas business 77
Chimin Shin 1967.11 Director Department Store Ethical management 40
Sangyoung Park 1968.02 Director Department Store Men's sports
Junghyun Kim 1966.03 Director Department Store Gwangju branch 100
Dongho Jang 1967.06 Director Department Store Chengdu World Center branch 85
Yeon Na 1967.05 Director Department Store Shopping mall East Busan branch 62
Eulgyoung Son 1970.02 Director Department Store MD strategy
Woojin Bae 1971.04 Director Department Store independence MD 50
Younghee Kim 1970.1 Director Department Store Bundang branch 41
Myungg Kim 1975.06 Director Department Store omni-channel
Gwani Lee 1969.01 Director Mar Mobile business
Pyungkyu Hong 1962.11 Director Mart Seoul sales 80
Wonsik Hong 1966.06 Director Mart Vietnam 32
Seungsun Song 1971.06 Director Mart Babies&Kids
Minho Kang 1968.11 Director Mart business strategy 10
Changyong Kim 1967.03 Director Mart management support
Jihyun Han 1967.11 Director Mart home furnishing
Joohee Woo 1967.03 Director Mart fresh foods 32
Hakjae Lee 1966.04 Director Mart overseas cooperation 32
Kyeongwoo Ryu 1966.10 Director Mart Cooperation
Jaewoo Jeong 1971.08 Director Mart processed foods 40
Heekyung Kim 1962.05 Director Mart gyeonggi Southern sales 166
Eunmo Yang 1967.06 Director Mart Incheon sales 31
Seungmu Heo 1965.02 Director Mart china Finance 32
Yeongbae Ham 1962.02 Director Mart Indonesia/Vietnam Finance
Yeongjun Cho 1971.01 Director Mart China Hwa-dong
Gwonhee Cho 1965.01 Director Mart yeongnam easten part sales 20
Sungmin Im 1968.03 Director Mart Gwangju Honam Sales
Jaechul Lim 1972.11 Director Mart Finance 10
Sanghae Kim 1968.10 Director Mart yeongnam westen part sales
Seonmee Jeong 1966.02 Director Mart global education 50
Hyunsun Suh 1971.09 Director Mar MD innovation
Yoonkyung Kim 1970.03 Director Mart marketing
Byeongjoon Choi 1971.03 Director Mart SCM
Jeonghan Kim 1968.02 Director Mart gyeonggi northern sales
Wonheon Jeong 1972.06 Director Mart MobileMD
Heonseo Kang 1972.01 Director Mart Daejeon Chungcheong sales 40
Kuneung Kim 1972.04 Director Mart PB Sourcing 40
Jaehyung Seo 1964.10 Director Supermarket marketing
Eunggeol Kim 1967.03 Director Supermarket Planning
Youseok Jeon 1964.09 Director Supermarket honam
Yoojin Kim 1965.06 Director Supermarket development
Jongyoon An 1967.07 Director Supermarket management support
Jong Un Kim 1970.09 Director Supermarket development 1 15
Dong Ha Kim 1970.07 Director Supermarket fresh foods 8
Jae Guk Lee 1971.12 Director Supermarket development 2 15
Sangmoo Lee 1968.09 Director Cinema movie 50
Hyeongsu Ji 1965.10 Director Cinema management support
Eungyo Lee 1967.08 Director Cinema management strategy 20
Heeseong Oh 1970.12 Director Cinema new business
Kiwook Lee 1969.10 Director Lohb's management support
Kiwook Lee
1969.10
Director
Lohb's management support
2. Employees
(As of 30 June 2016) (Unit: persons, year, thousand Won)
Department Store Male 2,027 - - - 2,027 12.8 70,987,026 34,696
Female 3,065 - 297 - 3,362 10.3 56,294,681 16,850
Discount Store Male 3,830 381 - - 3,830 8.5 100,043,086 25,534
Female 9,742 8,654 - - 9,742 5.1 103,644,117 12,854
Others Male 2,117 - 217 - 2,334 5.5 47,840,853 20,684
Female 3,462 - 1,218 - 4,680 4.2 54,547,069 11,621
Total 24,243 9,035 1,732 - 25,975 6.7 433,356,832 17,780
-
4,680
4.2
54,547,069
11,621
Total
24,243
9,035
1,732
-
25,975
6.7
433,356,832
17,780
Notes:
(1) Based on eight hour work days and an average total of 24,374 employees.
※ The above table excludes temporary workers.
※ Up until the third quarter of 2014 with respect to the Company's discount mart business, employees who had worked less
than two years were classified as contract employees according to the Company's internal standards. Since the third quarter
of 2014, those workers are now classified as employees without fixed terms as they are essentially under an indefinite term
contract.
※ Other businesses include the supermarket business, cinema business and H&B business.
※ Payment amounts in this report were prepared in accordance with accounting standards.
B. Compensation
Compensation of Directors
(Unit: million Won)
Category Number of directors Amount paid Average per person
Registered Director 5 2,508 502
Outside Director 3 101 34
Audit Committee Member 3 83 28
Total 11 2,692 245
Compensation of Individual Directors
(Unit: million Won)
Name Position Amount paid Note
Kyukho Shin Executive Chairman 800 Consisting of800 million won in salary
Dongbin Shin Chairman 625 Consisting of625 million won in salary
Inwon Lee Vice-Chairman 512 Consisting of512 million won in salary
VIII. Transactions with Interested Parties
A. Transactions with the Largest Shareholder and its Affiliates
Not applicable.
B. Collateral
(Unit : 1 million Won)
IGIS Ⅰ CORPORATION Affiliates Stock Mizuho Bank Ltd. 5,477 - - (905) 4,572
Evaluation
End of term
IGIS Ⅰ CORPORATION
Affiliates
Stock
Mizuho Bank Ltd.
5,477
-
-
(905)
4,572
※ The entire cost of stocks of IGIS I CORPORATION that Lotte Shopping Co., Ltd. retains (book value: 4,571,544,000 KRW) is
provided as security to Mizuho Bank Ltd. regarding the loan of IGIS I CORPORATION.
C. Guarantee of Obligations
(Unit : local currency)
Lotte Shopping RUS Ltd. KEB USD 5,000,000 2014.05.02. ~2017.05.02.
Shandong Longzhile Shinhan Bank CNY 24,000,000 2014.06.23. ~2017.06.23.
Cinema Co., Ltd.
International BusinessCenter Company limited KEXIM USD 15,000,000 2016. 04.06. ~ 2019 04.06.
Standard Chartered Bank Korea VND 110,000,000,000 2016.04.06. ~2017.04.06.
Lotte Properties(Shenyang) KEXIM USD 30,500,000 2016. 03.30. ~2019. 03.30.
Limited
Woori Bank USD 31,500,000 2016. 04.25. ~2019. 04.25.
Korea Development Bank USD 57,500,000 2016. 05.04. ~2019. 05.04.
LOTTE PROPERTIES KEB USD 140,000,000 2014. 03. 20. ~
(CHENGDU)HK LIMITED 2017. 03. 20.
Shinhan Bank USD 50,000,000
Lotte Shopping Holdings Standard Chartered Bank Korea USD 38,135,750 2014. 06. 03. ~
(Hong Kong) Co., Limited 2017. 06. 02.
BNP Paribas USD 38,135,000
Citibank, N.A. , USD 38,135,000
Hong Kong Branch
SMBC USD 38,135,000
ING USD 120,213,804 2015. 01. 20. ~
2018. 01. 19.
Shinhan Bank HKD 8,000,000 2015. 11. 10. ~
2017. 11. 10.
HSBC USD 95,297,610 2015. 11. 30. ~
2018. 11. 30.
BNP Paribas USD 104,818,169 2016.05.16. ~ 2019.05.16.
PT. LOTTE Shopping Avenue DBS USD 20,000,000 2014. 09. 23. ~
Indonesia 2017. 09. 23.
JP Morgan IDR 200,000,000,000 2015. 12. 21. ~
2018. 12. 21.
Lotte Business Management (Tianjin) Co., Ltd. BNP Paribas CNY 150,000,000 2016.06.21. ~ 2018.06.21.
LOTTE DEPARTMENT STORE (TIANJIN) CO., LTD. DBS CNY 110,000,000 2015. 07. 10. ~
2016. 07. 10.
KEB Hana Bank CNY 170,000,000 2016.06.15. ~ 2018.06.15.
Lucky Pai (Shanghai) Trading Co., Ltd. KEB Hana Bank CNY 58,000,000 2015. 11. 26. ~
2017. 11. 26.
KEB Hana Bank CNY 39,900,000
KEB Hana Bank CNY 20,100,000
KEB Hana Bank CNY 57,000,000 2016.02.29.~ 2017.03.06.
Shinhan Bank CNY 14,000,000 2015.11.19. ~ 2016.11.15.
Industriall Bank of Korea CNY 46,000,000 2016.01.15. ~ 2017.01.13
Woori Bank CNY 15,000,000 2016.03.03. ~ 2017.03.02
2016.01.15. ~ 2017.01.13
Woori Bank
CNY 15,000,000
2016.03.03. ~ 2017.03.02
※ Besides the above guarantee of payment, the Company has guaranteed on the execution of contract of THE CINEMA OF KOREA
with CJ CGV by 50% each during the VPF contract signing with THE CINEMA OF KOREA and the Twentieth Century Fox Film
Corporation in October 2008.
※ The Company has guaranteed the execution of the contract of Burger King Japan Co., Ltd. regarding the loyalty contract
(3.0% of the net sales, 25,000 USD per an opening of a new store) between Burger King Japan Co., Ltd. and BK ASIAPAC, PTE.
Ltd.
※ As of the end of the current quarter, the Company has a contract of supplementing capital in case of difficulty of
returning the original principal and interest by the issuing companies of H&D Able 2nd Corporation, Suwon Landmark 2nd
Corporation, and Invest Farmland Corporation, regarding the asset-backed corporate paper of Lotte Incheon Development Co.,
Ltd (face value of 700 billion KRW, due to expire on 23 February 2018), corporate bill securities of Lotte Suwon Stn.
Shopping Town (face value of 250 billion KRW, due to expire on 28 May 2018), and electronic short-term private loan of
Lotte Incheon Town (face value of 34 billion KRW, due to expire on 29 Dec 2016).
※ The Company has been providing a payment guarantee from 2014 on the rent that the Lotte Suwon Stn. Shopping Town has to
pay to the landlord during the lending peiord (20 years).
d. Transaction of tangible assets
(Unit : 1 million Won)
Name (Corporation Name) Relationship Purpose of trade Trade period Object of trade Trade amount
Lotte Engineering & Construction Co., Ltd. Affiliate Capital purchase 2016.01.01~2016.06.30 Tangible assets 107,079
Lotte Logistics Corporation Affiliate Capital purchase 2016.01.01~2016.06.30 Tangible assets 1,041
Lotte Department Store Masan Affiliate Capital purchase 2016.01.01~2016.06.30 Intangible assets 536
Lotte Aluminium Co., Ltd. Affiliate Capital purchase 2016.01.01~2016.03.31 Tangible assets 4,622
Lotte Data Communications Company Affiliate Capital purchase 2016.01.01~2016.03.31 Tangible assets 22,226
Daehong Communications Affiliate Capital purchase 2016.01.01~2016.06.30 Tangible assets 333
Hotel Lotte Co., Ltd. Affiliate Disposal of Capital 2016.01.01~2016.06.30 Tangible assets 143
※ Transactions under 100 million Won have been omitted. (Writing guide VII 10-1-2)
e. Sales of stocks and bonds
(Unit : 1 million Won)
Name (Corporation Name) Relationship Type of trade Trade date Object of trade No. of stocks (*1) Trade amount
Lotte Shopping Holdings Consolidated subsidiary Recapitalization 29 Jan 2016 Lotte Shopping Holdings 34,000,000 41,025
(Hong Kong) Co., Limited (Hong Kong) Co., Limited common stock
Lotte Accelerator Equity method applicable company Recapitalization 31 Jan 2016 Lotte Accelerator common stock 500,000 2,500
Lotte Ulsan Development Consolidated subsidiary Recapitalization 25 Feb 2016 Lotte Ulsan Development common stock 2,000,000 10,000
Coralis S.A. Equity method applicable company Recapitalization 29 Feb 2016 Coralis S.A. common stock 45 4,474
Lotte Giants Equity method applicable company Recapitalization 7 Mar 2016 Lotte Giants common stock 1,800,000 9,000
LOTTE CINEMA VIETNAM Consolidated subsidiary Recapitalization 31 March 2016 LOTTE CINEMA VIETNAM - 10,299
CO., LTD. CO., LTD. common stock
Lotte Shopping Holdings(Hong Kong) Co., Limited Consolidated subsidiary Recapitalization 4 May 2016 Lotte Shopping Holdings 24,000,000 27,700
(Hong Kong) Co., Limited common stock
LOTTE SHOPPING HOLDINGS(SINGAPORE) PTE. LTD. Consolidated subsidiary Investment in kind 13 May 2016 PT. LOTTE SHOPPING (2,622,812) (214,068)
INDONESIA common stock
LOTTE VIETNAM - (125,243)
SHOPPING CO., LTD. common stock
LOTTE SHOPPING HOLDINGS 205,757,937 339,311
(SINGAPORE) PTE. LTD. common stock
Shandong LongzhileCinema Co., Ltd. Equity method applicable company Recapitalization 27 May 2016 Shandong Longzhile - 884
Cinema Co., Ltd. common stock
Hemisphere FilmInvestors II LLC Equity method applicable company capitalreduction 31 May 2016 Hemisphere Film - (654)
Investors II LLC common stock
※Transactions under 100 million Won have been omitted. (Writing guide VII 10-1-2)
※ (*1) Foreign corporations do not issue stocks due to the local regulations.
f. Operational trades with the major stockholder
- N/A.
g. Trades with concerned parties besides the major stockholder
- N/A.
IX. Other Relevant Matters
A. Summary of the Minutes from the General Meeting of Shareholders
Date Matters Decision
46hGeneral Meeting of Shareholders(18March 2016) Agenda No. 1: Approval of the Company's 46hfiscal year financial statementsAgenda No. 2 Appointment of directors -No. 2-1: Appointment of standing directors Approved
-No. 2-2: Appointment of outside directors-No. 2-3: Appointment of audit committee members
Agenda No. 3: Approval of compensation limit for directors
B. Contingent Liabilities
1. Major legal proceedings
The Company's management does not believe that the final outcome of the lawsuits that it is currently involved in would
significantly affect the Company's financial condition.
a. Major lawsuits where the Company is the plaintiff
(1) Lotte Shopping Co., Ltd.
1) Cancellation of denial of rectification of VAT (Supreme Court 2015Du58959)
Classification Content
Litigation date - 09 Dec 2015
Litigants - Plaintiff : Lotte Shopping Co., Ltd. and 1 other, Defendants : Head of Namdaemun Tax Office and 91 others.
Content of litigation - Claim of rectification of VAT regarding transactions made with mileage and presented gift certificates, as they are considered as discounted transactions
Amount of litigation - 10.7 billion won
Proceedings - 1st trial on 24 Oct 2014 (2013GuHap57389): Lost
- 2nd trial on 29 Oct 2015 (2014Nu71704): Lost - 3rd trial on 09 Dec 2015 (2015Du58959): in progress
Further schedule and plan of litigation - The case has been proposed to the full member at the Supreme Court, 3rd trial in progress.
Impact of outcome on the Company - As it is a litigation regarding a claim of rectification after the relevant VAT had already been paid, no additional loss is expected in case of a defeat.
2) Cancellation of denial of rectification of VAT (Seoul Administrative Court, 2015GuHap74999)
Classification Content
Litigation date - 24 Sep 2015
Litigants - Plaintiff : Lotte Shopping Co., Ltd. and 1 other, Defendants : Head of Gangnam Tax Office and 107 others.
Content of litigation - Claim of rectification of VAT regarding transactions made with mileage and presented gift certificates, as they are considered as discounted transactions
Amount of litigation - 20.7 billion won
Proceedings - 1st trial (Seoul Administrative Court 2015GuHap74999): In progress
Further schedule and plan of litigation - A similar case of our Company is in progress (Supreme Court, 2015Du58959). We will respond based on the outcome.
Impact of outcome on the Company - As it is a litigation regarding a claim of rectification after the relevant VAT had already been paid, no additional loss is expected in case of a defeat.
3) Claim for damages (Seoul Central District Court, 2014GaHap532526)
Classification Content
Litigation date - 14 May 2014
Litigants - Plaintiff: Choongang Industrial Development Co., Ltd. Defendants: Rits Industrial Co., Ltd., Kyungdong Civil Engineering and Construction Co., Ltd., Lotte Shopping Co., Ltd., City of Cheongju
Content of litigation - Claim for damage from violation of contract during exchange of implementation rights among implementing companies and implementation of project
Amount of litigation - 24.1 billion won
Proceedings - 14 July 2016 concluding argument
Further schedule and plan of litigation - 22 September 2016 will be the date of judgement pronouncement. Planning to respond based on the final outcome.
Impact of outcome on the Company - Due to the low probability of defeat, a loss is not expected; will reasonably gauge the possibility of defeat and appropriate provisions.
4) Claim for damages (Seoul Central District Court, 2016GaHap527467 and 7 other cases)
Classification Content
Litigation date - 16 May 2016 and other dates
Litigants - Plaintiff: Kang, Chan Ho and 496 others. Defendants: Lotte Shopping Co., Ltd and 22 others.
Content of litigation - In relation to the damages incurred due to the cleansing agent for a humidifier (death and diseases), the bereaved families have filed a damage compensation suit against the manufacturer, seller and the government.
Amount of litigation - 26.4 billion won
Proceedings - 1st trial in progress
Further schedule and plan of litigation - Procedures to reach an agreement on the compensation to be made is currently being carried out for the victim(s) with a ratings determination by the Korea Environmental Industry and Technology Institute
Impact of outcome on the Company - It is a group litigation with 22 persons other than the Korean government as the defendants, and it is currently compute with the total value of the compensation to be agreed upon. (Impossible to confirm the details of the claims since it is a formative petition that has been filed.)
(2) Lotte Card Co., Ltd.
1) Claim for damages (Seoul Central District Court, 2014GaHap33932 and 71 other cases)
Classification Content
Litigation date - 28 Feb 2014 and other dates
Litigants - Eunyoung Kim and 51,761 others
Content of litigation - Claim for psychological damage due to personal information leakage
Amount of litigation - 25.1 billion won
Proceedings - Seoul Central District Court, 2014GaHap33932 and 71 other cases in progress
Further schedule and plan of litigation - 17 August 2016 was the date of pleading. Planning to respond based on the final outcome.
Impact of outcome on the Company - The Company cannot reasonably predict the outcome of the 72 cases regarding personal information leakage, and 4.1 billion won has been appropriated for provision.
※ Standard for important litigations of the Company: Litigations that significantly affect the finance of the Company, or
litigations with a litigation amount over 10 billion won.
※ Further information can be found in note 36 (on contingent liabilities and contract details) of 3. Group Accounts and
note 35 (on contingent liabilities and contract details) of 5. Financial Statements of III. Finance-related contents.
2. Bills or checks provided as collateral
Lotte Card, which is a subordinate company, bears the warranty responsibility in the event of failure of asset backed card
debenture to equip itself with appropriate requisites or in the event of occurrence of causes such as overdue. In the case
of trust format of liquidation, the trust company can request Lotte Card to put assets in excess of a prescribed amount
into trust additionally if the assets being assigned fail to be maintained at or above a prescribed level. In addition, in
the event of asset liquidation, if prescribed causes such as when the average portfolio profit rate over the 3 continuous
settlement terms falls below the average basic cost rate over the same period or when the revised balance of the principal
of liquefied assets as of the date of the termination date of each of the settlement terms falls below the minimum balance
of the principal of liquefied assets, etc. agreed upon under the relevant contract materialize, then, the limited company
specializing in asset liquidation shall bear the responsibility for early redemption of the asset backed securities.
(2) Lotte Shopping has the right to purchase 5.1% of the entire stocks of Hyundai Logistics Co., Ltd. that Aegis First
owns. With the advent of the period of exercising during the current half year, exercising of the call option was notified
to Aegis First and the procedure for the stock purchase contract in accordance with the exercising of the call option as at
the end of the current half year is being carried out. On the other hand, the entire amount of the stocks of Aegis First
(with book value of 4,571,544,000 Won) that Lotte Shopping owns has been offered as collateral to the Mizuho Bank in
relations to the loan by Aegis First
3. Use of proceeds from private placements
- N/A
4. Other Contingent Liabilities
a. Detail of paymentguarantees on behalf of specially related parties
Details of guarantee or payment guarantees provided by the Company in favour of its specially related parties are as
follows. There are no guarantee or payment guarantees provided by such specially related parties in favour of the
Company.
(Unit : local currency)
Lotte Shopping RUS Ltd. KEB USD 5,000,000 02 May 2014 - 02 May 2017 Guarantee of payment for financing
Shandong Longzhile Shinhan Bank CNY 24,000,000 23 Jun 2014 - 23 Jun 2017
Cinema Co., Ltd.
International BusinessCenter Company limited KEXIM USD 15,000,000 06 Apr 2016 - 06 Apr 2019
Standard Chartered Bank Korea VND 110,000,000,000 06 Apr 2016 - 06 Apr 2017
Lotte Properties(Shenyang) KEXIM USD 30,500,000 30 Mar 2016 - 30 Mar 2019
Limited
Woori Bank USD 31,500,000 25 April 2016 ~25 April 2019
Korea Development Bank USD 57,500,000 4 May 2016. ~4 May 2019
LOTTE PROPERTIES KEB USD 140,000,000 20 Mar 2014 - 20 Mar 2017
(CHENGDU)HK LIMITED
Shinhan Bank USD 50,000,000
Lotte Shopping Holdings Standard Chartered Bank Korea USD 38,135,750 03 Jun 2014 - 02 Jun 2017
(Hong Kong) Co., Limited
BNP Paribas USD 38,135,000
Citibank, N.A. , USD 38,135,000
Hong Kong Branch
SMBC USD 38,135,000
ING USD 120,213,804 20 Jan 2015 - 19 Jan 2018
Shinhan Bank HKD 8,000,000 10 Nov 2015 - 10 Nov 2017
HSBC USD 95,297,610 30 Nov 2015 - 30 Nov 2018
BNP Paribas USD 104,818,169 16 May 2016 ~ 16 May 2019
PT. LOTTE Shopping Avenue DBS USD 20,000,000 23 Sep 2014 - 23 Sep 2017
Indonesia
JP Morgan IDR 200,000,000,000 21 Dec 2015 - 21 Dec 2018
Lotte Business Management (Tianjin) Co., Ltd. BNP Paribas CNY 150,000,000 21 June 2016 ~21 June 2018
LOTTE DEPARTMENT STORE (TIANJIN) CO., LTD. DBS CNY 110,000,000 10 Jul 2015 - 10 Jul 2016
KEB Hana Bank CNY 170,000,000 15 June 2016 ~ 15 June 2018
Lucky Pai (Shanghai) Trading Co., Ltd. Industrial Bank of Korea CNY 46,000,000 15 January 2016 ~ 13 January 2017
KEB Hana Bank CNY 57,000,000 29 Feburary 2016 ~ 6 March 2017
Shinhan Bank CNY 14,000,000 19 November 2015 ~ 15 November 2016
KEB Hana Bank CNY 58,000,000 26 Nov 2015 - 26 Nov 2017
KEB Hana Bank CNY 39,900,000
KEB Hana Bank CNY 20,100,000
Woori Bank CNY 15,000,000 3 March 2016 ~ 2 March 2017
KEB Hana Bank
CNY 20,100,000
Woori Bank
CNY 15,000,000
3 March 2016 ~ 2 March 2017
※ Besides the above guarantee of payment, the Company has guaranteed the execution of contract of THE CINEMA OF KOREA with
CJ CGV by 50% each during the VPF contract signing with THE CINEMA OF KOREA and the Twentieth Century Fox Film Corporation
in October 2008.
※ The Company has guaranteed the execution of the contract of Burger King Japan Co., Ltd. regarding the loyalty contract
(3.0% of the net sales, 25,000 USD per an opening of a new store) between Burger King Japan Co., Ltd. and BK ASIAPAC, PTE.
Ltd.
※ As of the end of the current quarter, the Company has a contract of supplementing capital in case of difficulty of
returning the original principal and interest by the issuing companies of H&D Able 2nd Corporation, Suwon Landmark 2nd
Corporation, and Invest Farmland Corporation, regarding the
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