This latest changes in the SEC amnesty program features the following:
Extention of amnesty application until September 30, 2023;
Removal of notarized Expression of Interest (EOI);
No more Affidavit of Undertaking for Latest AFS Submission;
15 days turnaround time for release of Confirmation of Payment (COP);
Philippines – If you are a corporation that has failed to submit your annual financial statements (AFS) and general information sheets (GIS) on time, or has not complied with the requirement to create and/or designate an email account address and cellphone number for transactions with the Securities and Exchange Commission (SEC), you have a chance to rectify your situation and avoid penalties. The SEC has launched an amnesty program for non-compliant corporations, as well as those whose certificates of registration have been suspended or revoked, under SEC Memorandum Circular No. 2, Series of 2023.
OBJECTIVE OF THE AMNESTY PROGRAM
The amnesty program aims to encourage corporations to comply with their reportorial requirements under Republic Act No. 11232, or the Revised Corporation Code of the Philippines, which took effect in February 2019. By availing of the amnesty program, corporations can enjoy the following benefits:
– Waiver of fines and penalties for late and non-filing of AFS and GIS
– Lifting of suspension or revocation orders on certificates of registration
– Restoration of good standing with the SEC
– Prevention of legal actions or sanctions by the SEC
WHAT’S NEW?
However, the SEC has recently issued another memorandum circular extending the deadline for applications for amnesty from June 30 to September 30, 2023, through SEC Memorandum Circular No. 9, Series of 2023, issued on June 30, 2023. The further extension was granted to give more time for corporations to avail of the amnesty program and to streamline the application process.
SCALE OF AMNESTY FEES
A. Corporations not compliant with the filing of FIS, AFS, and MC28
| Fine | Violation |
| Php 5,000.00 | Late and Non-Filing of AFS and GIS |
| waived | Non-Compliance with MC28 |
B. Suspended/Revoked Corporations with no MC28 Compliance
| Fine | Violation |
| Php 3,600.00 | Petition Fees |
| 50% of the assessed fines | Late and Non-Filing of AFS and GIS |
| Waived | Non-Compliance with MC28 |
C. Corporations whose ONLY violation is with MC28
| Fine | Violation |
| Php 5,000.00 | Non-Compliance with MC28 |
The further extension of deadline shall apply to all corporations that are eligible for amnesty under SEC Memorandum Circular No. 2, Series of 2023, regardless of their fiscal year-end or whether their securities are listed or registered on the Philippine Stock Exchange (PSE).
Late filings or submissions after the extended deadline of September 30, 2023 shall be accepted starting October 1, 2023 and shall be subject to the prescribed penalties, which shall be computed from the date of the last day of filing stated above.
The further extension of deadline is a great opportunity for non-compliant corporations to update their records and regain their good standing with the SEC. It is also a way for the SEC to enhance and organize its digital database for better monitoring and enforcement, and to cultivate a healthy and vibrant corporate sector. Therefore, we urge you to avail of the amnesty program before the extended deadline of September 30, 2023. If you need further assistance or guidance, please consult a lawyer or an accountant who can help you with your application.
Thank you for reading this article. We hope you found it informative and helpful.
