SEC Memorandum Circular No. 1, Series of 2016: 2016 Filing of Annual Financial Statements and General Information Sheet
|The Securities and Exchange Commission (SEC) has issued the attached Memorandum Circular about the adoption of certain measures in the filing of the Audited Financial Statements (AFS) and General Information Sheet (GIS). Some of these measures are as follows: A. Audited Financial Statements of companies whose fiscal year ends on 31 December 2015|
1. All corporations, including branch offices, representative offices, regional headquarters and regional operating headquarters of foreign corporations, shall file their AFS depending on the last numerical digit of their SEC registration or license number in accordance with the following schedule:
All SEC Satellite Offices and Extension Offices in Cebu, Iloilo, Baguio and Davao shall be governed also by the above coding schedule in 2016. However, any corporations may file on or before its respective filing dates.
2. The above filing schedule shall not apply to the following corporations:
a) Those whose fiscal year ends on a date other than 31 December 2015. These entities shall file their AFS within 120 calendar days from the end of their fiscal year;
b) Those whose securities are listed on the Philippine Stock Exchange. These entities shall continue to observe the due date of filing of their AFS as attachment to their Annual Reports (SEC Form 17-A), in accordance with the Implementing Rules and Regulations of the Securities Regulation Code;
c) Those whose AFS are being audited by the Commission on Audit (COA) provided that certain requirements are attached to their AFS;
3. All corporations may file their AFS regardless of the last numerical digit of their registration or license number on or before the first day stated in the coding schedule in paragraph 1 pertaining to the said digit;
4. Late filings or filing after respective due dates shall be accepted starting 23 May 2016 and shall be subjected to the prescribed penalties which shall be computed from the date of the last day of filing schedule stated in paragraph 1;
5. The AFS, other than the consolidated financial statements, shall have the stamped “received” by the Bureau of Internal Revenue (BIR) or its authorized banks, unless the BIR allows an alternative proof of submission for its authorized banks (e.g. bank slips);
6. 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 SEC. The acceptance and receipt by the SEC of the financial statements shall be without prejudice to such penalties.
B. General Information Sheet
1. All corporations shall file their GIS within 30 calendar days from:
a) Stock Corporations – date of annual stockholders’ meeting per By-Laws.
b) Non-stock Corporations – date of annual members’ meeting per By-Laws.
c) Foreign Corporations – anniversary date of the issuance of the SEC License.
Please go to the SEC Website for further information.
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