Filing dates of the AFS are based on the last digit of your SEC registration or license number.

The SEC has extended the period for filing the GIS.[i] 

The GIS shall be submitted within 90 calendar days after the Annual Stockholder’s Meeting or Annual Members’ Meeting of the Directors, Trustees and Officers of the corporation, rather than the usual 30 days.

Because of the adoption of the SEC’s Online Submission Tool, stock corporations must enroll in and submit their annual reports through the OST in order to submit their GIS. The enrollment period is from March 15 until December 15, 2021. Non-stock corporations have until 2022 to enroll in the OST.

[i] SEC Memorandum Circular No. 3, s. of 2021

Online registration is required.

The portal for this is the SEC’s Online Submission Tool (OST) on the SEC website. The OST is part of the SEC’s drive to implement its electronic filing and monitoring system to adopt a zero-contact policy, automate transactions, and implement the Ease of Doing Business and Efficient Government Service Delivery Act of 2018.

Nonstock corporations can still submit their documents personally until 2022

The following will hereafter be filed through the OST:

(a) Audited Financial Statements

(1) Duly stamped received by the Bureau of Internal Revenue (or proof of filing with the BIR should be attached to the Audited Financial Statements

(2) Duly signed Auditor’ s Report

(3) Statement of Management’s Responsibility duly signed by authorized signatories

(4) Compliant with all the Audited Financial Statements requirements as stated in the checklist available on the SEC website, and inaccordance with the Revised SRC Rule 68, if applicable

(b) General Information Sheet

(c) Sworn Statement for Foundation

(d) General Form for Financial Statements

(e) Special Form for Financial Statements

(f) Affidavit of Non-Operation (ANO), to be filed together with the GIS/ AFS.

(g) Affidavit of Non-Holding of Annual Meeting (ANHAM) to be filed together with the GIS. Also, the filer may submit a GIS, without any movement/change (No Meeting Held).

All SEC registered corporations must enroll in the OST in order to access and submit reports through it, subject to limited exceptions.

Due to COVID19, government offices are now adopting digital processes to avoid personal contact

The company should first enroll on the OST. To do so, it should fill out the application form on https://cifss cifss-ost.sec.gov.ph/

Required to be submitted together with the application are:

• A Board Resolution in the prescribed format, as embodied in a Secretary’s Certificate, from the corporation authorizing the Company’s representative to file reports on behalf of the corporation in accordance with SEC Memorandum Circular No. 5, s. of 2021.
• The MC28 Report in accordance with SEC Memorandum Circular No. 28, s. of 2020,[i] under which the corporation should designate the e-mail account address and cellphone number for transactions with the SEC. Note that compliance with MC No. 28 will require its own process and Board Resolution.

The online enrollment is open to corporations and to firms providing related services to corporations including, but not limited to law firms and consultancy firms if the Board Resolution so designates them.

Law firms and other firms can also sign up as authorized representative/filers on behalf of their clients.

The company may function as its own authorized filer or nominate a different email address as its authorized filer, in a case where a company either outsources the filing of its documents through an external party or uses a different email address within its own company for submission.

The authorized filer’s role is to submit and upload documents on the company’s behalf, as authorized by the company in the Board Resolution.

After the application form is submitted to the OST with the required attachments, it will be assessed and approved through email. The access key (User ID and Password) to file reports will then be sent to the authorized filer.

The SEC will provide kiosks in SEC offices and other designated office for use in case filers cannot enroll and file reports through the OST. These kiosks will be available for 9 months, from 15 March 2021 to 15 December 2021. Subsequent submissions shall be done remotely.

The reckoning date of receipt of reports is when it was initially submitted to the OST, if it is compliant with the existing requirements. A reverted or rejected report is considered not filed or not received. A notification will be sent to the filer in such a case, stating the reason for the report’s rejection in the remarks box.

It is important to know your assigned deadline of filing to avoid future problems.

The OST shall be open 24 hours, but all submissions shall only be deemed accepted from Mondays to Fridays. Submissions made outside the OST’s operating hours are considered filed on the next working day.

Corporations enrolled with the OST are thus allowed to file electronically signed AFS because compliance with the mandatory enrollment gives assurance to the SEC and the general public that the AFS filed by these corporations are duly signed and officially submitted to the Commission by their authorized filers, and that the information contained in the documents are true and correct.

Atty. Francesco C. Britanico

[i] Requirement for Corporations, Partnerships, Associations, and Individuals to Create and/or Designate E-mail Account Address and Cellphone Number for Transactions with the Commission