SEC MEMORANDUM CIRCULAR NO. 3 SERIES OF 2021

TO ALL CORPORATION REGISTERED WITH SEC

ONLINE SUBMISSION OF ANNUAL REPORTS REPORTS ACCEPTED :

◦ Audited Financial Statement

◦ General Information Sheet

◦ Sworn Statement for Foundations

◦ General Form for Financial Statements

◦ Special Form for Financial Statements

◦ Affidavit of Non-Operation

◦ Affidavit of Non-Holding of Annual Meeting

For Other Reports not covered by Online Submission Tool (OST)

◦ Scanned copies of the printed or hardcopies of the Report with wetsignature and proper notarizationin PDF sent through e-mail

ONLINE SUBMISSION OF ANNUAL REPORTS

REQUIREMENTS

◦ FIRST PHASE :

Online enrollment shall be open for both

Corporations and Firms providing related

services to corporations

◦ Provided that there is a Board Resolutionauthorizing the Firms (authorized filers)

◦ SECOND PHASE :

Annual reports submission

◦ Board Resolution

◦ MC 28 Report and/or updated GIS

◦ Documents to be filed

( See Slide 13)

ENROLLMENT PROCEDURE

2 enrollments :

1. As a CORPORATION- Corporation to enroll itself in the system, and at the same time name its authorized filer.

2. By the AUTHORIZED FILER - Authorized filer will then have to enroll himself as the authorized filer of the company.

ENROLLMENT PROCEDURE(Authorized filer Registration)

Nominated Authorized Filer

will receive an e-mail if you are

nominated to be a company’s

authorized filer

ENROLLMENT PROCEDURE(Authorized filer Registration)

Fill up the filer registration form.

Click “Submit” button once

done

***Note: The email your company

declared for Authorized Filer section,

during registration should be the one

used as filer email. This serves as

validation that the filer is authorized by

the company.

ENROLLMENT PROCEDURE(Authorized filer Registration)

You will receive this alert

message if your enrollment is

successful.

A verification email will be sent to

activate your account request.

ENROLLMENT PROCEDURE(Authorized filer Registration)

You will receive a verification link

to validate your filer e-mail

account.

ENROLLMENT PROCEDURE(Authorized filer Registration)

Once validated, you will be

redirected to this alert message.

***Note: After validating your

email, this will go under review

of the Securities and Exchange

Commission. Once your

account is activated, you can

then login using your registeredcredentials

YOU CAN NOW USE THE OST

Enter your account credentials and click “Login” button.

ONLINE SUBMISSION OF ANNUAL REPORTS

REQUIREMENTS

◦ FIRST PHASE :

Online enrollment shall be open for both

Corporations and Firms providing related

services to corporations

◦ Provided that there is a Board Resolutionauthorizing the Firms (authorized filers)

◦ SECOND PHASE :

Annual reports submission

◦ Board Resolution

◦ MC 28 Report

◦ Documents to be filed

( See Slide 13)

PROCEDURE FOR ONLINE SUBMISSION TOOL

Download and fill up the following SEC approved templates & OST enrollment required documents.

FORMAT OF SUBMISSION

◦ Portable Document Format (PDF)◦ Annual Financial Statements ◦ Sworn Statement for Foundation ◦ Affidavit of Non-Operation◦ Affidavit of Non-Holding of Annual

Meeting

◦ Excel◦ General Form for Financial

Statements ◦ Special Form for Financial

Statements

◦ General Information Sheet◦ Multi – Page PDF with Text layer but

unsigned◦ Multi – Page High Resolution Scan of

the document with Signatories pageand Notarized page

ONLINE SUBMISSION TOOL◦ Audited Financial Statement (AFS)

◦ Stamped “received” by the Bureauof Internal Revenue

◦ Basic component of AFS underRule 68 of Securities and RegulationCode

◦ For One Person Corporation

◦ AFS by an Independent Certified PublicAccountant (if total assets or liabilitiesexceeded PhP 600,000.-)

◦ AFS certified under oath byCorporation’s treasurer and president(if total assets or liabilities less thanPhP 600,000.-)

◦ Date of Receipt of Report

◦ Reckoning date is the date the Reportwas initially submitted to OST, if theReport is compliant with existingrequirements

◦ A Report which was revertedor rejected is considered not filedor not received. A notification will besent to the filer, stating the reasonfor the Report’s rejection in theremarks box

◦ OST is open 24 hours. Submissions shall

only be accepted from Mondays to

Fridays

OTHER OPTIONS FOR THE SUBMISSION OF REPORT◦ OST Kiosks

◦ In case when fillers cannot enroll and submitReports through OST, kiosks shall be providedin SEC offices and other areas, as may bedesignated by the Commission for technicalassistant on the use of the OST

◦ OST Kiosk will be available for 9 months

◦ Availability of Kiosk may be extended

◦ Over-the-Counter submission of Reports

due to OST Problems

◦ SEC may accept Reports over the counterprovided that filers present the notice fromOST that problems have been encounteredduring the process of enrollment and/orsubmission

◦ Deadline of Registration

◦ All stock Corporations are required to enrollwith the system starting 15 March 2021 to15 December 2021

◦ By 2022, all corporations, stock or non-stock,shall be required to enroll and submit theirReport through OST

◦ Fees and Charges

◦ For initial implementation of 3 months, SEC will not impose fees and charges for public access

PROCEDURE FOR USE OF OST

Log in using access key

File ReportFiler will receive automatic reply for initial acceptance for the Report for review

Once Report passed the quality assurance, a Quick Response (QR) Code will be issued to filers online

For review by SEC-Electronic Records

Management Division (SEC- ERMD)

If did not pass the quality assurance,

filer will have to re-file the Report

After re-filing and passing quality

assurance, Receive QR Code