SEC gives firms greater leeway on reporting duties

The Securities and Exchange Commission (SEC) has given corporate Philippines more breathing room in their filing of annual reports and audited financial statements for 2019 in view of the Luzon-wide lockdown to battle the coronavirus (COVID-19) pandemic.

In a meeting done through remote communication on March 18, the SEC en banc agreed to waive the sworn certifications that publicly listed and nonpublicly listed companies are typically required to submit to avail of an extension.

The SEC also granted the extension in the filing of annual reports and/or audited financial statements to companies with fiscal years ending November 30, 2019.

Affected corporations with domestic operations may file until June 30 their annual reports (SEC Form 17-A) and/or annual financial statements.

For affected companies with domestic and foreign operations, the filing period is extended until June 30, or 60 days from the date of lifting of travel restrictions by concerned government authorities, whichever comes later.

Under SEC Memorandum Circular No. 5, Series of 2020, the SEC previously required that a reques­ting company submit sworn certifications signed by its president, treasurer and external auditor.

The company was required to confirm it has significant business operations or significant subsi­diaries in areas/countries/territories affected by COVID-19, and the preparation of financial statements and timely completion of statutory audit of its financial statements has been affected by the travel restrictions, temporary suspension of business operations or other measures imposed to contain the disease.

The SEC also agreed to allow public companies, issuers of registered securities and investment companies to submit their reports through email while the enhanced community quarantine imposed over Luzon remained in force.

In an advisory dated March 18, the SEC Corporate Governance and Finance Department (CGFD) required investment companies, issuers of proprietary and nonproprietary shares to submit their reports to [email protected], until further notice.

The alternative filing procedure will apply to current reports (SEC Form 17-C), bene­ficial ownership reports (SEC Forms 18-A, 18-AS, 23-A or 23-B), information statements (SEC Forms 20-IS or 20-ISA), monthly sales and redemption reports and other documents.

The report must be accompanied by a certification by the person who prepared it on behalf of the company that the information contained therein is true and correct.

But all covered companies shall submit to the CGFD hard copies of their reports and/or documents, with proper notarization, within 10 calendar days from the lifting of the Luzon-wide quarantine order.