Extended deadlines and guidelines for submitting AFS and GIS

The Securities and Exchange Commission (SEC) issued Memorandum Circular (MC) 18, Series of 2020, to guide corporations in filing their annual audited financial statements (AFS) and general information sheet (GIS).

For the submission of the AFS, all corporations—including branch offices, representative offices, regional headquarters, and regional operating headquarters of foreign corporations—shall file depending on the last digit of their SEC registration or license number, under the following schedule for the 2020 filing period:

June 29 to 30, July 1 to 10 1 and 2 July 13 to 17 3 and 4 July 20 to 24 5 and 6 July 27 to 30 7 and 8 Aug. 3 to 7 9 and 0

SEC MC 18, however, excludes publicly listed companies, issuers of registered securities, investment companies, issuers of proprietary and non-proprietary shares/timeshares and public companies. The deadline for these entities shall still be on June 30, 2020, according to SEC MC 5.

Corporations may opt to file their annual AFS on or before the first day stated in the coding schedule, regardless of the last digit of their registration or license number. Late filings shall be accepted beginning Aug. 10, 2020 subject to prescribed penalties.

Before submitting the annual AFS, corporations should ensure that they comply with all the necessary components and attachments. Otherwise, noncompliance shall be considered sufficient grounds for the SEC to impose penalties. The basic requirements include, among others, the AFS stamped as “Received” by the Bureau of Internal Revenue or its authorized agent bank and/or other pertinent matters promulgated under Securities Regulation Code Rule 68, as amended.

For the submission of the GIS, on the other hand, corporations shall file their GIS within 30 calendar days from the following events:

D Stock corporations – date of actual stockholders’ meeting

E Non-stock corporations – date of actual annual members’ meeting

F Foreign corporations – anniversary date of issuance of SEC license

Corporations may submit their AFS and GIS through SEC Express Nationwide Submission or courier/postal mail. The date for mailing reports, as shown by the registry receipt of the courier or the date of receipt by PhilPost, shall be considered the reckoning date of submission.

Please be guided accordingly.