News & Updates

·         The SEC granted companies with domestic operations only an extension of until 30 June 2020 to file their AFS, while companies with domestic and foreign operations were granted an extension of until 30 June 2020 or 60 days from the lifting of the ECQ to file their AFS

·         Fulfillment of the following conditions: (i) financial year-end is 31 December 2019, (ii) significant operations or subsidiaries in areas/countries affected by Covid-19, and (iii) the preparation of financial statements and timely completion of statutory audit of the company’s financial statements as of 31 December 2019 have been affected

·         Companies whose preparation of financial are not affected by the COVID-19 are required to file their AFS within the periods prescribed under the existing rules

·         The guidelines provide corporations guidance in formulating their internal procedures which will allow their directors, trustees, stockholders, members and other persons to participate and vote in meetings in absentia or through remote modes of communication

·         Directors or trustees who cannot physically attend or vote at board meetings can participate and vote through remote communication (e.g. videoconferencing, teleconferencing, or other alternative modes of communication)

·         When so provided in the bylaws or by majority of the board of directors, stockholders or members may participate in such meetings through remote communications or other alternative modes of communication

·         Corporations may already conduct their board meetings and stockholders’ and members’ meetings through remote for the limited purpose of approving the provisions in their bylaws or internal procedures

(A more extensive discussion is available in this link)

·         For request of documents from the SEC, the public may lodge their request online at www.secexpress.com, or call hotline number (02) 8737-8888

·         Filing or submission of reports and other documents may be done through the SEC Express Nationwide Submission (“SENS”), or through the Philippine Postal Corp. via registered mail.

(A more detailed discussion is available in this link)

·         The SEC approved the adoption of various Philippine Financial Reporting Standards, Philippine Accounting Standards, and Philippine Interpretations Committee Questions and Answers

·         The GIS, which shall be submitted within thirty (30) days from actual meeting, may be filed through mail (ordinary or registered), private courier, or email at [email protected], [email protected], or [email protected]

·         Election of directors, trustees, or officers originally scheduled between 01 March 2020 and 31 May2020, that is not held on account of health and safety reasons in relation to the CQVID-19 disease or for such other reasons, shall be reported to the SEC through a notice within 30 days from the original meeting date either through mail, courier or by electronic means

·         The report on non-holding of annual meeting in accordance to Sections 2 and 3 hereof shall be submitted to [email protected]

(A more extensive discussion is available in this link)

·         The following documents may be filed by electronic mail during the ECQ (i) GIS, (ii) AFS and, (iii) all other General and Special Forms and Letters.

·         The body of the email should contain a statement declaring the authenticity of the submitted documents and a commitment to submit physical versions of the exact same submitted documents to the SEC once the state of public health emergency is lifted. The sender should likewise request for a Return Receipt and a Delivery Status Notification.

·         The report to be submitted must be in Portable Document Format (“PDF”) format with text layer.

·         Physical or actual signature of the authorized signatory should be affixed in the subject document/report

·         The subject document/report need not be notarized

·         All scheduled biddings and processes are cancelled until further notice

·         Contains email addresses of SEC departments/offices for queries, requests for clarifications and other concerns

·         Publicly-listed companies (“PLC”) are directed to file their Structured and Current Reports by uploading them to the PSE EDGE

·         SEC reserves the right to require PLCs to submit a copy to the SEC at a later time

·         The sworn certification requirements in SEC Memorandum Circular No. 5, Series of 2020 (extending the filing period for ARs and AFS for year ended 31 December 2019) are dispensed with for both publicly listed and non-publicly listed companies

·         Extension in the filing of ARs and AFS is likewise granted to companies with fiscal years ending 30 November 2019

·         All PSE Trading Participants (“TP”) are reminded of their obligation to their clients as stated in SRC Rule 30.2.1.2.5.2  Information for Clients, particularly the changes in information about them and their operations

·         TPs are mandated to review their risk management and internal control systems together with Written Supervisory procedures and reflect the changes therein

·         SEC Forms 17-C, 18-A/18-AS, 23-A/23-B, 20-IS, 20-SA, and the Monthly Sales and Redemption Report shall be submitted through [email protected]

·         Reports required to be submitted via email shall not be required to be notarized even if they normally require notarization for validity

·         All covered companies shall submit hard copies with proper notarization and certification that the hard copies refer to the same report filed via email  within ten (10) calendar days from lifting of quarantine

·         Submission of the printed copy of the MDF is suspended until after the ECQ has been lifted or until further notice.

·         MDFs may still be submitted online at http://www.sec.gov.ph/2020faq_online-mdf_06mar2020/)

·         Online submission is only partial compliance; full compliance requires submission to SEC of the original duly signed and notarized printed copy

·         All PSE Trading Participants (“TPs”) are reminded of their obligations under SRC Rule 49.1.1 on RBCA, particularly the computation of RBCA requirements on a daily basis

·         TPs are directed to submit their RBCA Report via [email protected] on any trading day that the PSEi falls below ten (10) percent from previous day’s closing, certified by either the Associated Person, President or the Nominee Director, not later than 12 noon of the next trading day

·         Contains list of requirements (letter requesting for issuance of IATF ID, certified list of skeletal workforce employees, etc.), to be addressed to SEC Chairperson Emilio B. Aquino and sent to [email protected]

·         Employees must always bring along for presentation to law enforcement agencies their SEC-issued certification, company ID, certificate of employment, and copy of Resolution No. 13 of the IATF

·         SEC strongly encourages all FCs and LCs to adopt measures that will help ease their borrowers’ financial burden, such as but not limited to: lowering of interest rates, waiver/reduction of penalties/charges/other fees, loan term extension, suspension of collection, payment holiday, and debt consolidation

·         Requirement in par. 1 of SRC Rule 30.2.2.2 of confirmation notice in paper format to customers is suspended, subject to the following conditions: (1) the broker dealer (“BD”) shall fully disclose to the client the electronic procedures that the BD would follow, (2) the BD shall ensure that the client is in a position to receive an electronic copy of the confirmation notice, and (3) in case the client objects to the new arrangement, the BD shall provide other options, including transferring the account to another BD of the client’s choice

·         Contains guidelines which should be observed by covered companies when submitting reports, applications, compliance, requests, and other documents via email ([email protected])

·         Any  submission  made  and  received  between  8:00AM  to 5:00PM on a regular workday shall be considered received and shall be acted upon by CGFD  personnel. Submissions  made  on  Saturdays,  Sundays,  holidays  and outside of the working hours shall be considered filed and shall be acted upon on the immediately succeeding business day

·         Covered companies must submit one report at a time per company

·         Documents submitted online must contain the necessary signatures. However, the hard or physical copies to be submitted to the SEC must contain wet signatures

·         Documents submitted online must be accompanied by a certification of the person who prepared the report or document on behalf of the covered company that the information contained therein are true and correct

·         The report and certification submitted online are not required to be notarized. However, the hard or physical copies to be submitted must contain proper notarization

·         Where there is non-compliance with the requirements for alternative filing referred to in this Notice and in the Advisory issued on 18 March 2020, the documents are deemed not to have been filed

·         Non-submission of hard/physical copies of reports, certification and non-payment of filing fees, where applicable, within ten (10) calendar days from the date of lifting of quarantine and resumption of SEC’s normal office hours shall invalidate the reports submitted via email

·         Scanned and uploaded copies of the requirements for ordinary amendments (http://www.sec.gov.ph/services-2/company-2/amendment/) may be sent to [email protected]

·         Scanned and uploaded copies of the requirements for increase/decrease of capital stock and merger and consolidation (see: http://www.sec.gov.ph/services-2/company-2/amendment/ and http://www.sec.gov.ph/services-2/company-2/other-applications/) may be sent to [email protected]

·         SEC continues to accept online applications for the registration of Corporations and Partnerships through the Company Registration Service (https://crs.sec.gov.ph)

·         Verification of payment and generation of Certificate of Incorporation/Certificate of Filing of Articles of Partnership may be made and released only after the quarantine has been lifted