The Securities and Exchange Commission (SEC) of the Philippines has issued Memorandum Circular No. 9, Series of 2026, establishing the framework for the annual submission of reportorial requirements. This circular mandates that all corporations whether domestic or foreign should transition to a strictly electronic filing system via the Electronic Filing and Submission Tool (eFAST).
The primary deadline for Annual Financial Statements (AFS) for corporations with a year ending December 31 is May 29, 2026. General Information Sheets (GIS) must generally be filed within 30 days of a corporation’s annual meeting or license anniversary. The Commission’s move toward a “zero-contact policy” aligns with the Ease of Doing Business and Efficient Government Service Delivery Act of 2018, effectively terminating the acceptance of reports via email, mail, or over-the-counter submissions.
- Regulatory Context and Objectives
- Revised Corporation Code (RA No. 11232): Section 177 requires all corporations to submit AFS and GIS annually; Section 180 mandates the development of electronic filing systems.
- Ease of Doing Business Act (RA No. 11032): Sections 7 and 17 require government agencies to adopt zero-contact policies and automate business transactions.
- SEC MC No. 3, Series of 2021: Established the initial mandate for the online submission tool.
- Filing Deadlines for 2026
- Stock Corporations: Date of the actual annual stockholders’ meeting
- Non-stock Corporations: Date of the actual annual members’ meeting.
- Foreign Corporations: Anniversary date of the issuance of the SEC license.
- Appointment of Officers (OPC-AO): Must be submitted within 15 days of the issuance of the Certificate of Incorporation.
- Changes in Officers: Must be submitted within 5 days of the change.
- Mandatory Submission Tool: eFAST
- Zero-Contact Policy: Submissions via email, mail, courier, or over-the-counter are no longer accepted.
- Operating Hours: The system is available 24/7 for submissions. However, the review, acceptance, and reversion of reports are processed only on working days (Monday through Friday).
- Reckoning Date: The official date of receipt is the date the report was initially submitted through eFAST, provided it is compliant with all requirements.
- Support: Reports not yet supported by eFAST must be submitted through the iMessage Online Ticketing System (imessage.sec.gov.ph).
- Technical and Audit Requirements
- Stock/Non-stock Corporations: Total assets or liabilities exceeding P3,000,000.00.
- Foreign Branch/Representative Offices: Assigned capital or total assets of P1,000,000.00 or more.
- Regional Operating Headquarters: Total revenues of P1,000,000.00 or more.
- Acceptance and Reversion Protocols
- Poor image quality (blurred or unreadable).
- Incorrect page orientation
- Wrong company profile or period covered.
- Erroneous or incorrect report types.
- Exceptions and Special Provisions
- An affidavit signed by the President and Treasurer attesting that COA was provided documents timely and the audit has concluded.
- A letter from the COA confirming this information.
The guidelines are promulgated under several key legislative and administrative mandates:
The objective is to ensure a systematic, efficient, and timely processing of corporate reports through a well-organized filing schedule.
Submission timelines vary based on the entity type and fiscal year-end.
2.1 Annual Financial Statements (AFS)
| Entity Category | Fiscal Year End | Filing Deadline |
|---|---|---|
| Standard Corporations (Domestic & Foreign) | December 31 | May 29, 2026 |
| Corporations with non-Dec 31 Fiscal Years (FY) | Variable | Within 120 calendar days from FY end |
| PSE-Listed & Public Companies (SRC 17.2) | Variable | Within 105 calendar days from FY end |
| Brokers and Dealers | December 31 | April 30, 2026 (Form 52-AR) |
| Brokers and Dealers | Non-Dec 31 | 110 calendar days from FY end |
2.2 General Information Sheet (GIS)
All corporations must file their GIS through eFAST within 30 calendar days of the following triggers:
2.3 One Person Corporations (OPC)
The SEC has designated eFAST (https://efast.sec.gov.ph/) as the exclusive portal for reportorial requirements.
4.1 Internal Revenue Compliance
AFS submissions (excluding consolidated statements) must be stamped “received” by the Bureau of Internal Revenue (BIR). For those using the BIR e-AFS system, the system-generated Transaction Reference Number/Confirmation Receipt must be attached.
4.2 Thresholds for Audited Financial Statements (AAFS)
Specific entities must submit an Annual Audited Financial Statement as prescribed by Revised SRC Rule 68:
Corporations below these thresholds may submit AFS accompanied by a Statement of Management’s Responsibility (SMR) signed under oath.
4.3 Auditor Accreditation
Corporations covered under Part 1, Section 3 (B) of Revised SRC Rule 68 are required to engage external auditors who are SEC-accredited under the appropriate category.
The Commission accepts all reports filed through eFAST initially, but filers maintain full responsibility for accuracy and completeness. Reports are subject to post-review and may be reverted (considered not filed) for the following reasons:
Successful submissions are automatically issued a QR code. Late filings (after May 29, 2026, for standard AFS) and material deficiencies or misstatements are subject to penalties.
6.1 Commission on Audit (COA) Audits
Corporations audited by the COA may deviate from standard schedules provided they attach:
6.2 Extensions for Public Companies
Non-listed registered issuers and public companies may file SEC Form 17-L to extend submissions (15 days for Annual Reports; 5 days for Quarterly Reports). If the last day of the extension falls on a weekend or holiday, the report must be filed on the last working day within the extension period.
