The Philippine Securities and Exchange Commission issued Memorandum Circular No. 9, Series of 2025 to further streamline the 45-calendar-day registration statement review process handled by its Markets and Securities Regulation Department (MSRD) and to provide a 30% discount on assessed registration fees for registration statement applications until 31 December 2025. The guidelines apply to registration statement applications for initial public offerings and follow-on offerings, as well as issuances of investment contracts, certificates of participation, profit-sharing agreements, bonds and other debt securities, and certain other securities registrations involving power generation and distribution utility companies and real estate developers and/or managers in rental pool arrangements. Agri-business corporations and hospitals are excluded because they are subject to a 28-day processing period. The 45-day period starts upon submission to the MSRD of proof of payment of the first tranche of the registration fee (20% of the total) and full payment of clearance-related fees, with cross-department clearances integrated into the timeline: operating departments must process clearance requests within three working days, applicants have five calendar days to cure clearance issues (counted within the 45 days), the SEC Office of the General Accountant conducts a detailed financial statement review within 30 days, and the MSRD must issue its comment letter within 15 calendar days with applicants given 20 calendar days to respond. Failure to meet the MSRD’s 20-day response deadline may result in denial of the application and forfeiture of the first tranche and certification fees, while remaining registration fees (80%) are assessed by day 45 ahead of Commission En Banc consideration.
Philippine Securities and Exchange Commission 2025-07-24
Philippine Securities and Exchange Commission streamlines 45-day registration statement reviews and grants 30% fee discount until 31 December 2025
The Philippine Securities and Exchange Commission issued Memorandum Circular No. 9, Series of 2025, to streamline the 45-day registration statement review process and offer a 30% discount on registration fees until 31 December 2025. The guidelines apply to various securities registrations, excluding agri-business corporations and hospitals, which have a 28-day processing period. The process includes timelines for fee payments, clearance requests, and responses to the Markets and Securities Regulation Department's comments.