SEC launches online portal for corporate amendments

February 23, 2024 | 12:00am

MANILA, Philippines — The Securities and Exchange Commission (SEC) is making it easier for corporations to file amendments to their articles of incorporation or by-laws through a newly launched online portal.

The SEC said applications for amendments to a corporation’s articles of incorporation and by-laws can be made through the Electronic Application for Modification of Entity Data (eAMEND) portal starting today.

The creation of the portal is line with the SEC’s shift to electronic filing, mandated under the Revised Corporation Code of the Philippines.

“The eAMEND portal is the commission’s newest innovation that will make filing documents faster, easier, and more efficient for the transacting public,” SEC chairperson Emilio Aquino said.

“As the SEC continues its digital transformation journey, we will endeavor to provide more solutions that will push the corporate sector forward in the digital world, while also reaching our targets on sustainability and good governance,” he said.

According to the SEC, applications are classified into those that will be issued a digital certificate and those to be given original certification.

The first classification applies to applications for amendment of the articles of incorporation and by-laws by domestic stock and non-stock corporations.

The SEC said these applications may include a change in the principal office address, an increase or decrease in the number of directors or trustees in the board, fiscal year for one person corporations, and the deletion or addition of new provisions in their existing articles of incorporation.

Changes in the date of the annual meeting of stockholders or member and the fiscal year likewise fall under this classification.

Meanwhile, the SEC said applications that would undergo regular processing include those for the amendment of partnership, dissolution of partnership, conversion of OPC to an ordinary stock corporation and vice versa, and increase of capital stock of a one person corporation via cash.

Changes in provisions regarding purposes, capitalization, and reclassification of shares of corporations, as well as other amendments to the articles of incorporation not covered in the first classification will also undergo regular processing.

The SEC said it would automatically purge applications due to failure to provide the required details and upload the documentary requirements, failure to comply with the compliance order from the receipt of email notification, in cases of incomplete or non-compliant submission, as well as failure to pay the amendment fees, within 60, 30, and 45 calendar days, respectively.

It said applications may likewise be cancelled by the commission upon non-submission of documentary requirements and non-compliance with any lawful order of the SEC, in instances of incomplete requirements and inconsistent entries in the documents provided.

Upon implementation of the online portal, the SEC said only system-generated amendment forms would be accepted for applications under the first category.