FILING OF FINANCIAL STATEMENTS AND GENERAL INFORMATION SHEET FOR THE YEAR 2018

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:

1. Those whose fiscal year ends on a date other than December 31, 2017. These entities shall file their AFS within 120 calendar days from the end of their fiscal year;

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 52.1.5.2 of the 2015 SRC IRR.

2. Those whose securities are listed on the Philippine Stock Exchange (PSE) and those whose Securities are registered but not listed in PSE and Public Companies covered under Section 17.2 of the SRC. These entities shall continue to observe the due date of filing of their AFS (within 105 calendar days after the end of fiscal year) as attachment to their Annual Reports (SEC Form 17-A), in accordance with the IRR of the SRC.
3. Those whose AFS are being audited by the Commission on Audit (COA) provided that the following documents are attached to their AFS:
4. An affidavit signed by the President and Treasurer (or Chief Finance Officer, where applicable) attesting to the fact that the company timely provided COA with the financial statements and supporting documents and that the audit of COA has just been concluded; and
5. A letter from COA confirming the information provided in the above affidavit

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:

1. SEC Head Office, PICC Building
2. All satellite offices
   1. Ali Mall-Cubao Quezon City
   2. SM Manila
   3. SM North EDSA
   4. Robinson’s Galleria
   5. Muntinlupa City Hall
   6. SM Mall of Asia
3. Extension Offices
   1. Cebu
   2. Davao
   3. Iloilo

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:

1. SEC Express Nationwide Submission (SENS)
2. Any Courier/Regular Mail with no return copy of reports submitted

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

3. SEC Express Online Submission

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.