SEC Memorandum Circular No. 1 (Series of 2016), 2016 Filing of Annual Financial Statements and General Information Sheet

Regulations

January 15, 2016

This Accounting Alert provides reminders to all entities registered with the Securities and Exchange Commission (SEC or the Commission) in relation to the filing of their 2016 Annual Financial Statements (AFS) and General Information Sheet (GIS).

On January 11, 2016, the Commission, pursuant to its authority under the Corporation Code of the Philippines and Securities Regulation Code, adopt the following measures in the filing of the AFS of the companies whose fiscal year ended on December 31, 2015 and their GIS:

1.   All corporations including branch offices, representative offices, regional headquarters and regional operating headquarters of foreign corporations, that file their AFS and GIS at the Commission’s Head Office in Mandaluyong City, Satellite Offices, Davao, Cebu, Iloilo and Baguio Extension Offices shall, depending on the last numerical digit of their SEC registration or license number, be governed by the following schedule in the filing period for 2016:

April 18, 19, 20, 21, 22           :           “1”, “2”

April 25, 26, 27, 28, 29           :           “3”, “4”

May 2, 3, 4, 5, 6                      :           “5”, “6”

May 10, 11, 12, 13                  :           “7”, “8”

May 16, 17, 18, 19, 20            :           “9”, “0” 

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

   (a) Those whose fiscal year ends on a date other than December 31, 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 the following documents are attached to their AFS:

           (i)  An Affidavit signed by the President and the Treasurer (or Chief Finance Officer, where applicable) attesting to the fact that the supporting documents and that the audit of COA has just been concluded; and, 

           (ii)  A letter from COA confirming the information provided in the above Affidavit.

3.  Prior to April 18, 2016, all corporations may file their AFS regardless of the last numerical digit of their registration or license number;

4.  Late filings shall be accepted starting May 23, 2016 and shall be subject to the prescribed penalties which shall be computed from the date of the last day of the required filing schedule;

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 submissions 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 Commission of the financial statements shall be without prejudice to such penalties.

7.  For other important and alternative filing procedures through the SEC Express Nationwide Submission and through Courier/Regular Mail, refer to the attached copy of the SEC MC No. 1.

See attached Accounting Alert for the details of this development.

Questions about this communication should be referred to Mabel Comedia or Jerald Sanchez.