SEC cuts red tape for corporate amendments

The Securities and Exchange Commission (SEC) is slashing bureaucracy for companies looking to amend their articles of incorporation (AOI) and bylaws to let businesses spend less time on paperwork and more on growth.

Citing Memorandum Circular No. 3, Series of 2026, the regulator said Monday the new rule sets new guidelines for submitting amendments through its eAMEND portal and imposes penalties for late filings. 

The move expands digital processing and simplifies requirements, making transactions faster and more predictable.

“The SEC is committed to making every transaction seamless and efficient to make it easier for the public to avail of our services, and to comply with the laws, rules, and regulations we implement,” SEC Chairperson Francis Lim said.

“With the issuance of this memorandum circular, the Commission provides clear and consistent guidance on amendments in the AOI and the by-laws of companies, enabling faster transactions so companies can direct their efforts on growing their business, rather than spend time with regulatory roadblocks,” he added.

Under the new rules, the list of amendments eligible for Simple Processing jumps from four to 28. Companies can now handle changes like corporate name, business purposes, terms of existence, and officers’ terms with just an affidavit of undertaking, skipping previous red tape.

Simple Processing approvals are issued digital certificates instantly, while more complex amendments—like new by-laws, multi-provision changes, or corporate conversions—still require full SEC review.

The SEC also set penalties to enforce compliance. Companies failing to submit documents within 15 days face a P5,000 fine if filed within 45 days. Missing the 45-day window cancels the application, voids the digital certificate, and forfeits fees.

With digital forms and clearer rules, the SEC said amendments will now be processed faster than before, cutting through a process that used to be slow and complicated.