SEC Memorandum Circular No. 28 series of 2020

This Accounting Alert is issued to circulate the new requirement by the Securities and Exchange Commission (SEC/Commission) for corporations, partnerships, associations, and individuals to create and/or designate e-mail account address and cellphone number for transaction with the commission under SEC Memorandum Circular (MC) No. 28-2020.

Official E-mail Address and Cellphone Number

To facilitate and expedite the transmission and receipt of official communications as well as enhance the integrity thereof, every corporation, association, partnership, and person under the jurisdiction and supervision of the Commission shall submit a valid electronic mail ("e-mail") address and a valid official cellular phone number within 60 days from the effectivity of these rules, i.e., October 31, 2020. For future applications and those applications which are still pending primary registration with the Company Registration and Monitoring Department (CRMD), such information should be either indicated during the filing up of the registration forms or submitted within 30 days from the issuance of the certificate of registration, license or authority.

In addition to the valid official e-mail address and official cellular phone number, every corporation, association, partnership, and person under the jurisdiction and supervision of the Commission shall also submit a valid alternate e-mail address and valid alternate cellular phone number.

Person in Control

The e-mail addresses and cellular phone numbers shall be under the control of the corporate secretary, the person charged with the administration and management of the corporation sole, the resident agent of foreign corporation, the managing partner, the individual, or the duly authorized representative. Provided, that the corporation, association, partnership or individual shall also submit proof of the authorized representative's authority (i.e., special power of attorney or secretary's certificate) to control the email addresses and cellular phone numbers, and to sign and file the Submission, Authorization and Certification as described under paragraphs 6, 9, and 11 of the attached memorandum circular, respectively.

Inclusion in General Information Sheet (GIS) or Notification Update Form (NUF)

Beginning February 23, 2021 onwards, the e-mail addresses and cellular phone numbers shall be included in the General Information Sheet (GIS) or Notification Update Form (NUF) regularly filed with the Commission. If a corporation fails to include the e-mail addresses and cellular phone numbers in the GIS or NUF regularly filed with the Commission, such GIS or NUF shall be considered incomplete. 

Penalty

Beginning February 23, 2021, a corporation, partnership, association, or person who fails to submit the e-mail addresses and cellular phone numbers with the period provided under these rules shall be administratively penalized with a penalty on the corporation, partnership, association, or person in the amount of P10,000.00.

The attached MC includes the modified 1st page of GIS for Stock, Non-Stock and Foreign Corporation.

 

See attached Accounting Alert for further details.