BENEFICIAL OWNERSHIP DISCLOSURE AND TRANSPARENCY REQUIREMENTS (Philippines)

Author: Patricia O. Ko

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Publisher: Nagashima Ohno & Tsunematsu

Journal / Book: NO&T Asia Legal Review No.31 (January, 2021)

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*Please note that this newsletter is for informational purposes only and does not constitute legal advice. In addition, it is based on information as of its date of publication and does not reflect information after such date. In particular, please also note that preliminary reports in this newsletter may differ from current interpretations and practice depending on the nature of the report.

On 27 January 2021, the Philippine Securities and Exchange Commission (“SEC”) issued Memorandum Circular No. 1, series of 2021, or the Guidelines in Preventing the Misuse of Corporations for Illicit Activities Through Measures Designed to Promote Transparency of Beneficial Ownership (“Transparency Guidelines”). The Transparency Guidelines seeks to reinforce initiatives already taken by the SEC to assist in the implementation of the Anti-Money Laundering Act (Republic Act No. 9160, as amended) and the Terrorist Financing Prevention and Suppression Act (Republic Act No. 10168).

Prior to the Transparency Guidelines, the SEC had earlier issued Memorandum Circulars No. 16, series of 2018, No. 15, series of 2019 and No. 30, series of 2020 (collectively, the “Issued Memorandum Circulars”) which prescribed revised General Information Sheet (“GIS”) forms incorporating an obligatory beneficial ownership disclosure section. GIS are reportorial requirements filed annually by all SEC registered stock and non-stock domestic corporations, and foreign corporations, and are amended in the event of any change of information reflected.

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