The Philippine Securities and Exchange Commission has requested comments on draft SEC Rules on Crypto-Asset Service Providers and draft SEC Guidelines on the Operations of Crypto-Assets Service Providers, proposing a licensing, conduct and disclosure framework for entities providing crypto-asset services in the Philippines and for third parties marketing those services. Under the draft rules, crypto-assets are treated as financial products as investments for purposes of the SEC’s supervisory scope, and crypto-asset services would be regulated through SEC licences and authorizations. Public offerings of crypto-assets would require a disclosure document to be filed with the SEC and published at least 30 days before marketing or the offering, with prescribed content and mandatory risk statements and limits on value assertions, alongside specified exemptions. Crypto-asset securities, including initial coin offerings that are characterized as securities based on the facts and economic realities, would require an SEC-approved registration statement under the Securities Regulation Code. The drafts also set marketing restrictions, assign joint liability to CASPs and authorized third-party marketers, require AMLA compliance with CASPs treated as covered persons subject to SEC and Anti-Money Laundering Council supervision, and outline SEC visitorial and enforcement powers and administrative sanctions. Comments are requested by 26 April 2025. The draft circulars contemplate effectivity 30 days after publication in two newspapers of general circulation once finalized.

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