Navigating SEC Compliance: A Guide to 2025 vs. 2026 Filing AFS and GIS Submissions

Staying compliant with the Securities and Exchange Commission (SEC) is a top priority for any Philippine corporation. With the release of SEC Memorandum Circular No. 9, Series of 2026, the rules for filing Annual Financial Statements (AFS) and General Information Sheets (GIS) have evolved significantly since 2025.

Whether you are a seasoned compliance officer or a new business owner, here is a comprehensive look at the shifts in reportorial requirements.

1. The Big Shift: From Coding Schedules to a Unified Deadline

The most significant change between 2025 and 2026 lies in when you need to hit “submit” for your AFS.

• 2025 (The Coding System):Filings were staggered over several months based on the last numerical digit of a corporation's SEC registration or license number. Deadlines stretched from May 2 all the way to July 11, 2025.
• 2026 (The Unified Deadline): The SEC has simplified the process for 2026. All corporations with a fiscal year ending December 31 must file their AFS by a single deadline: May 29, 2026.

2. Corporations with Different Filing Schedules

Not every company follows the standard May deadline. Both years outline specific exceptions for different entity types.

Non-December 31 Fiscal Year End

• General Rule: Entities whose fiscal years end on a date other than December 31 must file their AFS within 120 calendar days from the end of their respective fiscal years.
• Brokers and Dealers: In 2025, those with a non-December fiscal year had 120 calendar days to file SEC Form 52-AR. In 2026, this window has tightened; these entities must now file within 110 calendar days after their fiscal year ends. Those ending December 31 must file by April 30, 2026.

Listed and Public Companies

For both 2025 and 2026, the following must file their AFS within 105 calendar days after the end of their fiscal year as an attachment to their Annual Report (SEC Form 17-A):

• Corporations listed on the Philippine Stock Exchange (PSE).
• Registered issuers of securities (even if not listed).
• Public companies and other entities covered under Section 17.2 of the Securities Regulation Code (SRC).

Entities Audited by the COA

Corporations audited by the Commission on Audit (COA) must attach an affidavit from the President and Treasurer and a letter from the COA confirming the audit has just concluded.

3. Updated Thresholds for Audited Financial Statements (AAFS)

A critical update for smaller businesses is the change in financial thresholds that trigger the requirement for an external audit for domestic corporations.

Thresholds That Remained the Same

While domestic thresholds saw a major jump, the requirements for foreign-owned entities remained consistent between 2025 and 2026:

• Foreign Stock Branch/Representative Offices: Assigned capital of P1,000,000 or more.
• Foreign Non-stock Branch/Representative Offices: Total assets of P1,000,000 or more.
• Regional Operating Headquarters (ROHQ): Total revenues of P1,000,000 or more.

In 2026, domestic corporations below the P3,000,000 threshold may instead submit AFS accompanied by a Statement of Management's Responsibility (SMR) signed under oath.

4. What Remains the Same?

The SEC's commitment to digital transformation remains steady across both years.

• Mandatory eFAST Submission: Both years strictly mandate the use of the Electronic Filing and Submission Tool (eFAST) at https://efast.sec.gov.ph/. Submissions via email, mail, or over-the-counter are no longer accepted.
• GIS Deadlines: The General Information Sheet (GIS) must be filed within 30 calendar days from the actual annual meeting (for stock/non-stock) or the anniversary of the SEC license (for foreign corps).
• Operating Hours: eFAST is open 24 hours. However, review and acceptance only occur Monday to Friday. Submissions on weekends or holidays are considered filed on the next working day.