An interesting development is now on sight as the Securities and Exchange Commission (SEC) is taking another step to expedite its processes, to maintain its integrity and to further align itself on the digitalization of government transactions, has issued Memorandum Circular (MC) 28 Series of 2020. This Circular requires every company (corporation, partnership, association and person) under the jurisdiction of the Commission to submit a valid official email and a valid official cellular phone number as well as alternative email addresses and cellphone numbers to the SEC.
Existing companies are required to comply within sixty (60) days from the effectivity of the abovementioned circular. For those who intend to apply or currently processing pending applications at the Company Registration and Monitoring Department (CRMD), the required information is indicated in the application forms and to be submitted to the Commission within thirty days from the issuance of the Certificate of Registration, License or Authority.
Starting February 23, 2021 onwards, email and phone numbers shall be included in the General Information Sheet (GIS) and Notice Update Form (NUF) that shall be regularly filed with the Commission. If a corporation fails to include the email addresses and phone numbers in the GIS or NUF file with the SEC, such GIS or NUF will be considered incomplete. Failure to comply with the rules of the mentioned circular will be liable with administrative penalty amounting to Php 10,000.
What is the purpose of the email addresses and cellphone numbers?
The email addresses shall be where transactions, applications, letters, requests, papers, and pleadings under the jurisdiction of, or for consideration by, the SEC may be processed, submitted and/or filed online. Likewise, notices, letter replies, orders decisions, and/other documents will be sent to the submitted email addresses. The SEC deems that the emails were received by Company on the date the email was so sent by the Commission.
The cellphone numbers shall function as an additional layer of security to ensure that the person accessing the email sent by the SEC is the authorized representative of the Company. The cellphone number will be used to receive a One Time Personal identification number (OTP) or Two-Step Verification, as the case may be, which will be inputted first before the email sent by the SEC can be accessed or retrieved.
What then constitutes a valid email address and cellphone number?
- For the email addresses to be valid, it must have at least one gigabyte of unused memory space at any given time. The email may be the official or alternate email of another Company; provided that the official email of the Company is not the same with the alternate e-mail address of the same entity.
- For the cellphone number to be valid, it shall pertain to existing mobile phone number from any telecommunications company legally operating in the Philippines. The cellphone number may be the official or alternate cellphone number of another Company; provided that the official cellphone number of the Company is not the same with the alternate cellphone number of the same entity.
The email addresses and cellphone numbers should be under the control of the corporate secretary, the person charged with the administrator and management of corporation sole, the resident agent of the foreign corporation, the managing partner or the individual or his/her duly authorized representative.
What are the required information or documentation that needs to be complied?
- Complete name of the corporation, association, partnership, or person;
- SEC registration number or identification;
- Official electronic mail address
- Official cellular phone number
- Alternate electronic mail address
- Alternate cellular phone number
- For corporation, the complete name and signature of the corporate secretary, the person charged with the administration and management of the corporation sole, or the duly authorized representative;
- For partnerships, the complete name and signature of the managing-partner, or the duly authorized representative;
- For natural persons, his/her signature or his/her duly authorized representative’s signature.
Should the company intend to change its email address or cellular phone number, a notice to change email address and or cellular phone number shall be filed to the SEC along with authorization or Certificate of Authorization within 5 days from the date the company decided to change the email address or cellphone number.
Primarily, this shows that the SEC is striving to advance its online presence while taking into consideration the security, confidentiality and credibility of the information they are receiving and sending through the internet. As more and more government agencies move their operations from manual to online platforms, it is also expected that the sharing of data between the government and the public will speed up. Nevertheless, upholding the highest standard on being compliant with the new, existing and applicable regulations will keep the Company afloat while simultaneously treading unfamiliar waters brought by abrupt, unforeseen, or unexpected change on the policy implemented by the regulatory bodies.