🇵🇠Regulator1 Jan 2026
Philippine SEC tightens beneficial ownership disclosure from 2026
The Philippine Securities and Exchange Commission's revised beneficial ownership disclosure rules (Memorandum Circular No. 15, Series of 2025) took effect on 1 January 2026, replacing earlier SEC issuances. All SEC-registered corporations, domestic or foreign, must report beneficial owners using a 20% threshold, disclose nominees and report changes promptly. The SEC will verify filings, and officers who file false declarations face fines of up to PHP 1 million and disqualification.
The rules support the Philippines' anti-money laundering framework and its exit from the FATF grey list.
What changed
- Scope: all SEC-registered corporations, stock and non-stock, domestic and foreign. Partnerships and one-person corporations follow a lighter standard: their partners or sole stockholder are usually the beneficial owners unless someone else controls the business.
- Threshold: 20% ownership, following Anti-Money Laundering Council rules, with beneficial owners grouped into categories by type of ownership or control.
- Nominees: nominee arrangements must be reported.
- Changes: must be reported promptly.
- Verification: the SEC checks filings and follows up discrepancies.
- Penalties: fines of up to PHP 1 million and disqualification from office for five years for false declarations.
Who is affected
Every Philippine corporation and its corporate secretary, who usually files the general information sheet.