SEC makes annual governance training mandatory


Directors and key officers of publicly listed companies and other covered firms will now have to undergo corporate governance training every year under tighter rules issued by the Securities and Exchange Commission (SEC).
The SEC issued Memorandum Circular No. 25, Series of 2026, requiring board members and key officers of publicly listed companies, public companies and registered issuers to attend corporate governance training at least once every calendar year.
The training must be aligned with their roles, experience and governance needs. Programs may cover regulatory developments, corporate governance and sustainability issues affecting their respective industries, among other areas.
Vital in building market trust and integrity
“Strong corporate governance is vital in building market trust and integrity, which is why we want to bring local practices at par with international standards,” SEC chairperson Francis Lim said.
First-time nominee-directors and executive officers seeking key positions must undergo initial training before their appointment. Subsequent training must be tailored to the needs of the company.
Companies may conduct training themselves or tap an SEC-accredited institutional training provider (ITP), with sessions allowed onsite, online, or through a hybrid setup.
Improving oversight of governance training
“We are also improving our oversight of governance training through more flexible and seamless accreditation standards for in-house training and/or training provided by institutional training providers (ITPs),” Lim said.
Under the new rules, ITPs must pay a P50,000 accreditation fee valid for five years. Companies conducting in-house training must pay a P10,000 processing fee for publicly listed companies and P5,000 for public companies and registered issuers.
ITPs must also secure accreditation for their resource speakers for P2,000 each.
The SEC provided exemptions for directors and officers who are accredited resource speakers, provided they meet continuing accreditation requirements and conduct at least one training session during the year.
Those who attend global corporate governance training or forums, as well as training conducted by or jointly with other regulators, may also be exempted.
Compliance with reporting requirements
Training providers and companies with accredited in-house programs must comply with reporting requirements before, during, and after their sessions. These include notifying the SEC and publishing a report on the completed training on the company’s website.
Violations, including misrepresentation and failure to meet reporting deadlines, may result in fines ranging from P1,000 to P50,000 by the third violation. The SEC may suspend or revoke the accreditation of an erring company upon a fourth violation.
The revised guidelines replace SEC rules issued in 2012 and 2015 on corporate governance training and the accreditation of training providers.