Tax Alert No. 8 [SEC Memorandum Circular (MC) 02 Series of 2022 dated 19 January 2022]

Schedules for Filing of Annual Financial Statements and General Information Sheet

The Securities and Exchange Commission (SEC) now adopts the use of the Electronic Filing and Submission Tool (eFAST) to align with the following measures in the filing of annual reports:

I. Audited Financial Statements (AFS) of companies whose fiscal year ends on 31 December 2021:

  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 through the eFAST:

  2. The above filing schedule shall not apply to the following corporations:

• Those whose fiscal year ends on a date other than December 31, 2021. These entities shall file their AFS within 120 calendar days from the end of their fiscal year;
• Those whose securities are listed on the Philippine Stock Exchange (PSE) and those which are covered under Section 17.2 of the SRC, except those companies which filed Notification of Suspension to file reports under Section 17 of the SRC (SEC Form 17-EX).
• Those whose AFS are being audited by the Commission on Audit (COA), subject to submission of certain requirements.

  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, as stated in the coding schedule in paragraph 1 pertaining to said digit;

  4. Late filings or filing after the respective due dates shall be accepted starting 16 September 2022, and shall be subject to the prescribed penalties;

  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;

  6. The basic components of the AFS as prescribed under Revised SRC Rule 68, shall be submitted by the filers. Failure to comply with any of the formal requirements under the said Rule shall be subject to penalties;

  7. Corporations which do not meet the prescribed threshold may submit their Annual Financial Statements accompanied by a duly notarized Treasurer’s Certification only (rather than an Auditor’s Report).

II. General Information Sheet (GIS)

All corporations shall file their GIS within 30 calendar days from:

1. Stock Corporations – date of actual annual stockholders’ meeting
2. Non-Stock Corporations – date of actual annual members meeting
3. Foreign Corporations – anniversary date of the issuance of the SEC License.

III. All Reports

All other reports not available in the eFAST may be submitted by sending through email at ictdsubmission@sec.gov.ph.

All filers of GIS and AFS, regardless of the number of reports to be filed at the SEC, complying with the circularized SEC-issued number coding schedule (for AFS only), shall be accommodated through the eFAST Facility.

Submission of reports over-the-counter (OTC) and/or through mail/courier via SENS shall no longer be accepted. 

All reports submitted through eFAST are scanned or digital copies of the manually signed or digitally signed reports.

Any problem encountered in the enrollment and submission of AFS and GIS in the eFAST (OST) shall be accommodated through the email and telephone numbers posted in the SEC Contact Center using the link https://www.sec.gov.ph/contact-us/.

This Memorandum Circular shall take effect immediately after its publication in two newspapers of general circulation.

You may access the full version of this issuance through the SEC website.