SEC Integrates MC 28-2020 and MC 01-2021 into ESPARC And One SEC, Including Automatic Enrollment To eFAST

In furtherance of its pursuit to expedite and streamline the process of registration, the Securities and Exchange Commission (“SEC”) promulgated SEC Memorandum Circular (“MC”) No. 23-2023 on 18 December 2023, which integrates SEC MC No. 28-2020 and SEC MC No. 01-2021 into its Electronic Simplified Processing of Application for Registration of Company (“eSPARC”) online facility and the One-day Submission and E-registration of Companies (“OneSEC”). Due to this, an entity is now considered as fully compliant to the aforementioned MCs once it completes its registration through the eSPARC or OneSEC. 

SEC MC No. 28-2020 necessitates the creation and designation of an official email address and cellphone number of every entity regulated by the SEC, while SEC MC No. 01-2021, requires incorporators to disclose with the SEC the person or persons on whose behalf the registration of the corporation was applied for.

For purposes of effecting the integration and modifications, domestic corporations must now also submit a Certificate of Authentication attached as Annex A to SEC MC No. 23-2023, upon registration. For other types of entities, the form to be submitted must be in the form indicated in Annexes B to G of SEC MC No. 23-2023.

Registrants with pending applications prior to the effectivity of SEC MC No. 23-2023 may resubmit their application so that they may be returned to the integrated MC28 compliance page of the eSPARC. After completing the application, they are deemed to have complied with SEC MC No. 28-2020.

Those who proceed without voluntarily reverting their application will not be considered as having complied with SEC MC No. 28-2020 and will have to comply with the said requirements pursuant to the provisions of SEC MC No. 28-2020. 

Finally, SEC MC No. 23-2023 further considers the corporation as being automatically registered to the Electronic Filing and Submission Tool or eFAST. Temporary login credentials shall be forwarded to the official email address upon completion of registration.