SEC finalizing rules on teleconference to help firms cope with Covid-19 outbreak

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The Securities and Exchange Commission (SEC) said it is finalizing measures that will allow the use of remote communication in corporation’s regular and special meetings to help mitigate the impact of the outbreak of the new coronavirus disease, Covid-19.

The SEC said it will issue a memorandum circular to provide guidelines on the attendance and participation of directors, trustees, stockholders, members and other officers of corporations in regular and special meetings through remote communication, pursuant to Republic Act No. 11232, or the Revised Corporation Code.

Upon approval of the guidelines, the SEC will immediately allow corporations to conduct meetings through remote communication or other alternative modes in order to consider and approve the necessary provisions in their bylaws or internal procedures, in time for their annual stockholders’ or members’ meetings.

The agency itself has been holding meetings through remote communication, allowing for the participation of the directors of its extension offices in Baguio, Tarlac, Legazpi, Cebu, Bacolod, Iloilo, Davao, Cagayan de Oro and Zamboanga.

The SEC is likewise set to issue a memorandum circular giving all affected companies more time to submit their annual reports, including annual financial statements, for the period ended December 31, 2019, as well as quarterly reports for publicly listed companies.

The extension will allow companies affected by travel restrictions, suspension of business operations, and other measures implemented to contain the Covid-19 outbreak to gather all information or documents necessary in the preparation and the subsequent audit of their reports.

“The disruption, risks and effects of the outbreak of the new coronavirus disease, Covid-19, transcend sectors,” SEC chairperson Emilio B. Aquino said. “In line with the President’s declaration of a state of public health emergency, the Commission will explore and implement all appropriate measures to help contain the spread of Covid-19 and mitigate its effects.”

The SEC said it is encouraging corporations to utilize SEC Express Nationwide Submission to submit their annual reports through courier. The public, meanwhile, may request copies of corporate documents through the SEC Express System or calling (02) 8737-8888.

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