ARTICLE
22 March 2023

SEC MC No. 10- 2022 Bulletin - February 2023

SS
SyCip Salazar Hernandez & Gatmaitan

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SyCip Salazar Hernandez & Gatmaitan was founded in 1945 and is a leading full-service law firm in the Philippines. Its principal office is in Makati City, with branch offices in Cebu City, Davao City and the Subic Bay Freeport Zone. The firm offers a broad and integrated range of legal services, with departments in the following fields: banking, finance and securities; special projects; corporate services; litigation and dispute resolution; employment law and immigration; intellectual property; and tax.
The Circular took effect on January 1, 2023. It increased the penalties imposed under the 2019 Circular and imposed additional non-financial penalties.
Philippines Corporate/Commercial Law

The Securities and Exchange Commission issued  Memorandum Circular No. 10, series of 2022,  entitled "Amendments to SEC Memorandum  Circular No. 15, s. 2019 (The 2019 Revision of the GIS) Increasing  the Penalties and Imposing Additional Non-Financial Penalties and  Providing Further Guidelines for Submission" (SEC MC No.10- 2022 or the "Circular"). The Circular took effect on January 1,  2023. It increased the penalties imposed under the 2019  Circular and imposed additional non-financial penalties.

DISCLOSURE OF BENEFICIAL  OWNERSHIP INFORMATION

All corporations registered with the SEC are required to take  reasonable measures to obtain and hold up-to-date  information on their beneficial owners and to disclose the  same in a timely manner in the GIS. Failure to comply with this  disclosure requirement is subject to penalties as prescribed by  the SEC, which will be discussed further below.

UPDATING OF BENEFICIAL  OWNERSHIP INFORMATION

The SEC shall be timely apprised of relevant changes in the  submitted beneficial ownership information as they arise. An  updated GIS shall be submitted to the SEC within thirty (30)  calendar days after such change occurred or became effective. The 2019 Circular has been amended to prescribe a uniform  period for the updating of beneficial ownership information.  The "30 calendar days" now applies even to corporations that  do not have multiple layers of corporate stockholders.

INCREASED PENALTIES

Failure to Disclose

The penalties for failure to disclose, without any lawful cause,  beneficial ownership information shall be based on the  retained earnings (whether appropriated or unappropriated)  or fund balance of the reporting corporation. The penalties  have been increased to the following:

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Download : The SyCipLaw Corporate Services Bulletin - February 2023

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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