The Securities and Exchange Commission (SEC) has set the deadlines for the submission of the annual financial statements (AFS) and general information sheets (GIS) of corporations in 2023.
The Commission on December 6 issued SEC Memorandum Circular No. 9, Series of 2022, which provides the 2023 Filing of Annual Financial Statements and General Information Sheet.
All stock and nonstock corporations are required to submit their annual reports online through the SEC Electronic Filing and Submission Tool (eFAST), previously called the Online Submission Tool, at https://cifss-ost.sec.gov.ph.
The SEC shall not accept submissions over the counter and through courier, as the Commission continues to implement a zero face-to-face transaction policy, in line with the zero-contact policy and automation of business-related transactions mandated by Republic Act No. 11032, or the Ease of Doing Business and Efficient Government Service Delivery Act of 2018.
AFS deadlines
For the submission of AFS, the Commission will implement a schedule based on the last digit of corporations’ registration or license numbers to maintain an organized and orderly filing of annual reports.
All corporations, including branch offices, representative offices, regional headquarters and regional operating headquarters of foreign corporations whose fiscal years end on December 31, 2022 shall file their AFS based on the last digit of the SEC registration or license number:
1 and 2 : May 2, 3, 4, 5
3 and 4 : May 8, 9, 10, 11, 12
5 and 6 : May 15, 16, 17, 18, 19
7 and 8 : May 22, 23, 24, 25, 26
9 and 0 : May 29, 30, 31, and June 1, 2
The SEC extension offices will likewise implement the coding schedule. Corporations may submit their reports on or before their respective filing dates.
Meanwhile, a corporation whose fiscal year ends on a date other than December 31, 2022 should file its AFS within 120 calendar days from the end of its fiscal year.
The annual report of a broker dealer whose fiscal year ends on December 31 must be filed depending on the last numerical digit of its registration number as prescribed by the Commission, while those with fiscal years ending on a date other than December 31 must be filed 110 calendar days after the close of such fiscal year.
Corporations whose securities are listed on the Philippine Stock Exchange (PSE), those whose securities are registered but not listed on the PSE, and those covered under Section 17.2 of Republic Act No. 8799, or the Securities Regulation Code (SRC), shall file their AFS within 105 calendar days after the end of their fiscal year, as an attachment to their annual reports.
Further, corporations whose AFS are being audited by the Commission on Audit (COA) are exempted from the aforementioned coding schedule, provided they attach to their AFS a duly signed affidavit attesting that they timely provided the COA with the financial statements and supporting documents and that the COA audit has just been concluded, as well as a letter from the COA confirming such information.
The Commission will accept late filings starting June 5, 2023. Corporations which submitted their reports late will be subject to the prescribed penalties computed from the last date of the aforementioned filing schedule.
Failure to follow the formal requirements prescribed under Revised SRC Rule 68 shall be considered a sufficient ground for the imposition of penalties by the SEC. The acceptance and receipt by the Commission of the financial statements shall be without prejudice to such penalties.
GIS deadline
On the other hand, the GIS must be filed within 30 calendar days from the date of the actual annual stockholders’ meeting for stock corporations, from the date of actual annual members meeting of non-stock corporations, and from the anniversary date of the issuance of the SEC license for foreign corporations.
The respective GIS forms for stock corporations, other than one person corporations, nonstock corporations, branch offices and representative offices of foreign corporations, and regional operating headquarters and regional headquarters of multinational companies may be downloaded from the SEC website.
Online submission
All corporations are required to submit their annual reportorial requirements online through eFAST. Hard copies of reports submitted through eFAST will no longer be required. All filers of GIS and AFS, regardless of the number of reports to be filed with the Commission, shall be accommodated through eFAST.
Reports filed through eFAST will be accepted, regardless of their content. These will be reverted only if they have poor image quality, horizontal image orientation, wrong company profile, and wrong period covered. A report which is reverted is considered not filed and received.
Other reports not yet accepted through eFAST may be submitted through email at ictdsubmission@sec.gov.ph. Submission of reports over the counter and/or through mail or courier under the SEC Express Nationwide Submission (SENS) facility shall no longer be accepted.
