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SEC Late Filing Relief Ends December 31, 2026: File Your Overdue GIS and AFS Now

Writer: Atty. Yasser R. Aureada, CPA
Atty. Yasser R. Aureada, CPA
2 hours ago
3 min read

Until December 31, 2026, the SEC is not charging its monthly add-on penalty on late or missing annual financial statements (AFS) and General Information Sheets (GIS). Base fines still apply (SEC Memorandum Circular No. 16, s. 2026). From January 1, 2027, the monthly penalty returns unless the SEC extends the relief. A corporation with overdue reports should file them and lodge its monitoring request before the year ends.



What is the SEC's 2026 late-filing relief?


Every corporation files two main yearly reports with the SEC: the AFS and the GIS (Section 177, Revised Corporation Code). A late or missing report is fined in two parts: a base fine, and a monthly penalty that keeps adding up.


From May 14 to December 31, 2026, the SEC is not imposing the monthly penalty. The base fine stays, and the filing deadlines have not changed (SEC MC No. 16, s. 2026).


How much are the usual fines?


For a domestic stock corporation's first offense (SEC MC No. 6, s. 2024):


  • Base fine: ₱5,000 to ₱25,000 if the report is filed within one year after the deadline, and ₱10,000 to ₱30,000 if it is filed later or not at all. The amount depends on retained earnings.


  • Monthly penalty: ₱1,000 a month, or ₱500 for a corporation with a deficit, for up to 12 months.


  • Per report: each late or missing report is fined separately.


A corporation that missed several years of AFS and GIS can owe a large total. The relief removes the monthly part for now.


What must you do by December 31, 2026?


  1. List what is missing. Check each year's AFS and GIS against your SEC records.


  2. Prepare and file the reports through eFAST, the SEC's online filing system. Late AFS for audited years still need an auditor's report and the BIR's stamp or eAFS confirmation.


  3. Lodge a monitoring request in eWATCH so the SEC can assess the fine. A request lodged by December 31, 2026 avoids the monthly penalty. One lodged from January 1, 2027 carries it again, unless the SEC extends the relief.


  4. Pay the assessed fine and keep the proof of payment.



What happens if you keep ignoring late reports?


  • Delinquent status. Failing to file three times within five years, in a row or not, can lead to delinquent status (Section 177, Revised Corporation Code).


  • Revocation. A delinquent corporation has six months from receipt of the order to ask the SEC to lift it and to file the missing reports. Otherwise, the SEC revokes its registration (SEC MC No. 19, s. 2023).


  • Practical problems. Banks, investors and government offices often ask for proof of good standing. Missing reports can block loans, bids, permits and share transfers.


Does acceptance by eFAST end the matter?


No.


Acceptance is not approval. The SEC may still review an accepted report and impose penalties (SEC MC No. 9, s. 2026). File complete and correct reports, not placeholders.


Frequently asked questions


Does the relief remove all fines?


No.


Only the monthly add-on is suspended. The base fine still applies.


Our company has not operated for years. Do we still file?


Yes,


While the corporation exists. If the business has stopped for good, consider formal dissolution. See SEC reportorial requirements.


When is the next GIS due?


Within 30 calendar days after your actual annual meeting. See our GIS guide.


Sources




Need help with SEC or corporate compliance?


We handle SEC registration and reportorial filings, corporate governance, contracts and transactions for Philippine corporations and foreign investors. See our corporate services.



You can also email info@aureadalaw.com or call (02) 8812-9990.


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This article is general information as of its publication date, not legal advice, and does not create a lawyer-client relationship. For advice on your situation, consult a lawyer.


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