Congratulations for successfully filing your 2019 audited financial statements! But you might be missing another report for filing with Securities and Exchange Commission (SEC) – the General Form Financial Statements (GFFS) and Special Form Financial Statements (SFFS) for entities falling under specific industry/category. In this article, we’ll focus on GFFS as it’s common for stock corporations (not industry-specific).
Who are required to file General Form Financial Statements?
The SEC has a mandate to implement the provisions of the Corporation Code. Consistent with this, and considering the need of data that serves as inputs to different statistical frameworks compiled by other government institutions, the submission of GFFS (and SFFS) is mandated.
In this regard, SEC Memorandum Circular No. 6, Series of 2006 was issued to set out the requirement of filing the GFFS (and SFFS), in electronic format (diskette or compact disk). This applies to:
- Domestic Stock Corporations with annual gross sales or gross revenue of at least P5 million
- Investment Companies and Publicly-held Companies
- Investment Houses or Underwriters of Securities
- Pre-need Plan Companies
- Brokers or Dealers in Securities
- Financing Companies
- Government Eligible Securities Dealers
- Transfer Agents
- Other Market Participants and Self-regulatory Organizations
Consequently, banks, insurance companies, non-stock corporations, branch and representative offices of foreign corporations, and regional headquarters and regional operating head quarters of multinational companies are not covered by this requirement.
Which form to use (GFFS or SFFS)?
As discussed earlier, unless the corporation is covered by industry-specific SFFS, it should submit GFFS, but both are “Special Form”. Following is the list of the “Special Form” financial statements (or templates) depending on the industry of the reporting entity:
|GFFS||For corporations not covered by any industry-specific SFFS. Blank spaces are provided in this form to allow companies to indicate accounts which are peculiar to their industry or business|
|BDFS||Special Form for Financial Statements of Broker Dealer|
|FCFS||Special Form for Financial Statements of Financing Companies (Head Office with Branch Office/s Accounts)|
|IHFS||Special Form for Financial Statements of Investment Houses and Underwriters of Securities|
|PHFS||Special Form for Financial Statements of Investment Companies and Publicly-Held Companies enumerated in Section 17.2 of the Securities Regulation Code (SRC)|
|PNFS||Special Form for Financial Statements of Pre-Need Plan Companies|
Content and submission of General Form Financial Statements
In accordance with the SEC Memorandum Circular (MC) No. 6, Series of 2006, the electronic format of the GFFS (or SFFS) shall be submitted within 30 days from the last day of submission of the Audited Financial Statements (AFS). This means that the electronic submission of the GFFS (or SFFS) must be on a diskette or a compact disk (CD)
Also mentioned under the same circular that the document needs to be submitted shall be accompanied by a certification (notarized) by the Treasurer, Chief Financial Officer, or a person occupying an equivalent rank in the company. That person shall certify under oath that, except for detailed breakdown required in the GFFS (or SFFS), the GAAP prescribed accounts and figures provided in the electronic documents are based on the contents of the annual audited financial statements submitted to the SEC.
Submission considerations of GFFS in connection with COVID-19
Electronic Submission (via email)
In a notice released by the Securities and Exchange Commission (SEC) last April 16, 2020, the SEC stated that the Economic Research and Training Department will accept electronic copies of the GFFS (or SFFS) submitted through electronic mail.
The email should be sent to firstname.lastname@example.org provided that all of the following required specifications are complied with:
- Compliance with the Section 2 to Section 6 of the SEC MC No. 10, Series of 2020 (click the link for complete requirements).
- File Format. The GFFS (or SFFS) should be in MS Excel format, while the Certification should be in Portable Document Format (PDF) preferably with a Text Layer.
- Email Subject Line. The subject line of the e-mail shall indicate the covering fiscal year and number of attached GFFS (or SFFS). For instance:
- File Name of the Attachments. Each GFFS (or SFFS) shall be named using this format: fiscal year (yyyy)_SEC registration number_complete name of the corporation. For instance:
- 2019_0000054321_DEF Corporation
- 2018_0000987654_ABC Holdings Incorporated
- The file name of each Certification to be attached shall have the same format as the GFFS (or SFFS), with the prefix “Cert.”. For instance:
- Cert_2019_0000012345_ABC Corporation
- Cert_2018_0000678910_XYZ Holdings Incorporated
Submission through SEC Express Nationwide Submission (SENS)
Submissions to the SEC Main Office maye be made through courier only using the SENS facility at https://sens.secexpress.ph.
Extension of Deadline for Submission
In the notice released by the Securities and Exchange Commission (SEC) last April 16, 2020, the SEC reminded that the electronic format of the General Form for Financial Statements shall be submitted within thirty (30) days from the last day of submission of the Audited Financial Statements (AFS).
SEC Memorandum Circular No. 5, Series of 2020 extended the filing period for the AFS for the year ended 2019 until June 30, 2020 or 60 days from the date of the lifting of travel restrictions and travel ban by the concerned government authorities depending on whether companies are domestic and with foreign operations.
However, the SEC adjusted the deadline many times to give way for the disinfection of their offices due to COVID-19 cases. According to the notice dated July 14, 2020, the last day of filing of AFS is on August 7, 2020. Therefore, unless further extended, the current deadline for submission of GFFS in on September 6, 2020.
Do you have additional questions or concerns? Leave a comment below!