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The views and information presented herein are based on the laws, rules, and jurisprudence prevailing at the time of writing. They do not take into account subsequent legal developments and should not be relied upon as a substitute for professional legal advice.

AT A GLANCE:

The SEC Rules of Procedure streamlines procedural rules governing actions handled by the Securities and Exchange Commission, replacing the 2016 Rules of Procedure. It also codifies several policies held during the pandemic, such as electronic filing and service of papers.

The Securities and Exchange Commission (SEC) Memorandum Circular No. 8, Series of 2026, otherwise known as the 2026 SEC Rules of Procedure streamlines and revises SEC rules through the updating of jurisdiction of SEC departments, simplification of pleading and filing rules, a shift to a digital mode of processing and service, and an improvement in case management procedures, as seen in the rules regarding Special Hearing Panels and case conferences.

Jurisdiction of the Operating Departments

Section 8 of the 2026 SEC Rules of Procedures, enumerates the following Operating Departments and Extension offices and the actions handled by each:

1. Company Registration and Monitoring Department (CRMD
2. Corporate Governance and Finance Department (CGFD)
3. Enforcement and Investor Protection Department (EIPD)
4. Financial Analysis and Audit Department (FAAD)
5. Financing and Lending Companies Department (FinLenD)
6. Markets and Securities regulation Department (MSRD)
7. Office of the General Accountant (OGA)
8. Office of the General Counsel (OGC)

Simplified Pleadings Rules

Under Rule II of the 2026 SEC Rules of Procedures, the following sections detail the updated policies on pleadings:

Section 10. Pleadings. The only pleadings allowed to be filed are the Petition, Answer, and such other pleading(s) as may be directed by the Operating Department, Extension Office, SHP, or the Commission En Banc to be filed, at its discretion. All other pleadings shall not be allowed.

Unless otherwise directed by the Operating Department, Extension Office or SHP, copies of every pleading, its attachments, and other relevant documents filed in connection with an action or proceeding before the Commission shall be served on all the parties to the case, except the Petition, which shall be served upon the respondent by the Commission as an attachment to the Summons.

The Petition and the Answer in an adjudicative action shall be verified.

All pleadings, motions, and other submissions filed with the Commission shall be in English and must comply with the Supreme Court’s Efficient Use of Paper Rule (A.M. No. 11-9-4-SC).

Additionally, Section 11 of the 2026 SEC Rules of Procedures provides the following pleadings, motions or submissions requesting or praying for similar or analogous reliefs which shall not be allowed:

1. Motion to Dismiss, except on grounds of lack of jurisdiction on the part of the Commission, prescription, pendency of another case involving the same parties and action, or res judicata for issues raised involving the same parties which have already been resolved by the Commission;
2. Motion for a Bill of Particulars;
3. Motion for Reconsideration, except those filed pursuant to Rule XIII of these SEC Rules;
4. Petition for Relief from Judgment;
5. Motion for Extension of Time to file pleadings, affidavits, or any other submission of similar purpose;
6. Motion to Declare a Party in Default;
7. Motion for Postponement and any similar motions;
8. Motion for Leave to Amend Pleadings;
9. Reply; and
10. Rejoinder.

Any prohibited pleading or submission filed with the Commission shall be expunged from the case records.

Requirement of Electronic Filing

Under Section 12 of the 2026 SEC Rules of Procedures, requires the electronic filing of pleadings and its respective digital signatures.

Pleadings shall be filed personally, by registered mail or accredited courier, or by electronic mail to the designated official email address of the Commission. Except for initiatory pleadings, all other pleadings shall be furnished to the opposing party/-ies in the manner allowed under these SEC Rules.

The submission of incomplete documents may constitute a ground for the dismissal of an action without prejudice.

Unless expressly authorized by the relevant Operating Department, Extension Office, SHP, or the Commission En Banc, all subsequent pleadings and/or submissions shall be filed by electronic mail through the official email address of such Operating Department, Extension Office, SHP, or the Commission En Banc, or by other electronic means as the Commission may, now or hereafter, recognize and allow.

Pleadings and submissions filed electronically shall be digitally signed in accordance with the Rules on Electronic Evidence and in Portable Document Format (.pdf). The date of electronic transmission shall be deemed as the date of filing and transmission.

Section 17 of the 2026 SEC Rules of Procedures likewise mandates the SEC to serve its papers electronically:

a. Individuals.

1. Decisions, resolutions, orders and other processes emanating from the Commission under these SEC Rules shall be served by electronic mail to the email address of the person, his/her counsel, or authorized representative provided in the pleadings filed with the Commission.
   
   If service by electronic mail is not feasible, service shall be made personally, by registered mail, or by accredited courier, in accordance with Rule 13, Sections 5 to 11 of the Rules of Court, as amended.
   
   In any case, the decision, resolution, or order may also be served simultaneously through publication on the Commission’s website.
   

b. Corporations. 

1. Service to a juridical person shall be made by electronic mail to its registered email address provided in its SEC Memorandum Circular No. 28, series of 2020 (SEC MC No. 28-2020), submission. If the juridical person has not yet complied with SEC MC No. 28-2020 or has not provided an email address, service shall be made to any director, officer, corporate secretary, or agent thereof available on the Commission’s records by electronic mail; or, if not feasible, personally, by registered mail, or by accredited courier.
   
   In any case, the decision, resolution or order may also be served simultaneously through publication on the Commission’s website.

c. Foreign Corporations Doing Business in the Philippines.

1. Service to foreign corporations doing business in the Philippines shall be made by electronic mail to the email address of its resident agent designated in accordance with existing laws for that purpose, as specified in its SEC MC No. 28-2020 submission. If the foreign corporation has no resident agent, service shall be made to its principal office by registered mail or by such other means, including the publication on the Commission’s website, as the Commission may, in its discretion, deem appropriate.
   

d. Last Known or Registered Address. 

1. Service shall be deemed effected if transmitted to the last known or registered address, or email address provided in the records of the Commission.

Related article: Dos and Don’ts in Coming Up with a Corporate Name

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Alburo Alburo and Associates Law Offices specializes in business law and labor law consulting. For inquiries regarding legal services, you may reach us at info@alburolaw.com, or dial us at (02)7745-4391/ 09175772207/ 09778050020.

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