Filing of financial statements and general information sheet is one of the requirements of the Securities and Exchange Commission (SEC) pursuant to its authority under the Corporation Code and the Securities Regulation Code.On January 22, 2018, the SEC issued SEC Memorandum Circular No. 3, Series of 2018 which aims to maintain an organized and orderly filing of the Audited Financial Statements (AFS) and the General Information Sheet (GIS).
All corporations, including branch offices, representative offices, regional headquarters and regional operating headquarters of foreign corporations, shall file their AFS depending on the last digit of their SEC registration or license number in accordance with the following schedule:
Date of Filing Last Digit of SEC Registration
April 16, 17 18, 19, 20 1 and 2
April 23, 24, 25, 26, 27 3 and 4
April 30, May 2, 3, 4 5 and 6
May 7, 8, 9, 10, 11 7 and 8
May 14, 15, 16, 17, 18 9 and 10
The above schedule shall likewise govern all SEC satellite offices and extension offices in Cebu, Iloilo and Davao.
However, corporations may file on or before the respective filing dates.
The filing schedule shall not apply to the following corporations:
However, for Broker Dealer whose fiscal year ends on December 31, SEC Form 52-AR shall be filed with the Commission depending on the last numerical digit of its registration number as prescribed by the Commission. Broker Dealers whose fiscal year ends on date other than December 31, shall file SEC Form 52-AR, 110 calendar days after the close of such fiscal year. This is pursuant to Rule 184.108.40.206 of the 2015 SRC IRR.
Regardless of the last numerical digit of registration or license number, corporations may file their AFS on or before the first day stated in the coding schedule.
SEC will be accepting late filing starting May 21, 2018. However, it shall be subject to the prescribed penalties which shall be computed from the date of the last day of filing schedule.
The AFS, other than the consolidated financial statements, shall have the stamped received by the BIR or its authorized banks, unless the BIR allows an alternative proof of submission for its authorized banks (e.g. bank slips).
The basic components as prescribed under SRC Rule 68, as amended, shall be submitted by filers. Failure to comply with any of the formal requirements under said Rule including the prescribed qualifications for independent auditors and/or any material deficiency or misstatement that may be found upon evaluation of the specific contents thereof, shall be considered a sufficient ground for the imposition of penalties by the SEC. The acceptance and receipt by the SEC of the FS is without prejudice to such penalties.
With respect to GIS, all corporations shall file the same within 30 calendar days from the date of actual annual stockholders’ meeting in the case of stock corporations. While for non-stock corporations it should be from the date of actual annual members meeting. Finally, for foreign corporations it should be from the issuance of the SEC license.
The offices where corporations may directly file their AFS and the GIS are:
All filers of GIS and the AFS, regardless of the number of reports to be filed at the SEC, may choose to avail of any of the following options:
Note: the reckoning date of submission of GIS and AFS through courier is the date the courier has actually sent or delivered the filed reports to the SEC
Take note however, that in any of the first 2 options the downloading and accomplishing of the SENS form are required. For all other requirements corporations may coordinate with the SEC. As regards the SEC Express Online Submission, corporations may visit the SEC Website at www.sec.gov.ph.