SEC Adopts New Online Submission Tool Called eFAST for Annual Reports
The Securities and Exchange Commission (SEC) recently released Memorandum Circular (MC) No. 2 s. 2022 setting the deadlines for the submission of the audited financial statements (AFS) and general information sheet (GIS) of corporations.
Included in the memorandum, SEC is mandating all corporations to submit their AFS, GIS, and other reportorial requirements through their new adaptation of the electronic filing and submission tool (eFAST), formerly known as Online Submission Tool (OST).
SEC MC No 2 s. 2022 prescribed the deadlines for the AFS of companies whose fiscal year ends on December 31, 2021:
- All corporations, including branch offices, representative offices, regional headquarters, and regional operating headquarters of foreign corporations, shall file their AFS depending on the last numerical digit of their SEC registration or license number in accordance with the following schedule through the eFAST:
Moreover, all extension offices shall also be governed by the above coding schedule in 2022. However, any corporation may file on or before its respective filing dates also through eFAST.
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, 2021. 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 (PSE) and those which are covered under Section 17.2 of the SRC, except those companies which filed Notification of Suspension to file reports under Section 17 of the SRC (SEC Form 17-EX).
c. Those whose AFS are being audited by the Commission on Audit (COA), are subject to submission of certain requirements.
3. All corporations may file their AFS regardless of the last numerical digit of their registration or license number on or before the first day, as stated in the coding schedule in paragraph 1 pertaining to said digit;
4. Late filings or filing after the respective due dates shall be accepted starting September 16, 2022, and shall be subject to the prescribed penalties;
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 submission;
6. The basic components of the AFS as prescribed under Revised SRC Rule 68, shall be submitted by the filers. Failure to comply with any of the formal requirements under the said Rule shall be subject to penalties;
7. Corporations that do not meet the prescribed threshold may submit their Annual Financial Statements accompanied by a duly notarized Treasurer’s Certification only (rather than an Auditor’s Report).
Moreover, the memorandum also covers the necessary deadlines for GIS submissions:
- Stock Corporations – date of actual annual stockholders’ meeting
- Non-Stock Corporations – date of actual annual members meeting
- Foreign Corporations – anniversary date of the issuance of the SEC License.
For other reportorial requirements:
- All other reports not available in the eFAST may be submitted by sending through email at email@example.com
- All filers of GIS and AFS, regardless of the number of reports to be filed at the SEC, complying with the circularized SEC-issued number coding schedule (for AFS only), shall be accommodated through the eFAST Facility.
- Submission of reports over-the-counter (OTC) and/or through mail/courier via SENS shall no longer be accepted.
- All reports submitted through eFAST are scanned or digital copies of the manually signed or digitally signed reports.
- Any problem encountered in the enrollment and submission of AFS and GIS in the eFAST (OST) shall be accommodated through the email and telephone numbers posted in the SEC Contact Center.