The Securities and Exchange Commission (SEC) has released draft rules that would tighten mandatory corporate governance training for company directors and key officers, aiming to improve oversight and accountability in Philippine businesses.
The proposal, now open for public comment until the end of the month, updates and combines earlier guidelines into a single framework designed to align with current global and local governance standards.
Under the draft circular, first-time directors and key officers of publicly listed companies, public companies, and registered issuers must undergo expanded training. Required topics include the revised Organisation for Economic Co-operation and Development Principles of Corporate Governance, the ASEAN Capital Markets Forum’s ASEAN Corporate Governance Scorecard, the Code on Corporate Governance, the Integrated Annual Corporate Governance Report, and environmental, social and governance (ESG) and sustainability reporting.
The training must also cover board duties, protection of minority shareholders, financial oversight, compliance and ethics, and illegal activities such as insider trading, conflicts of interest, and related party transactions. Updates from regulators, including the Bangko Sentral ng Pilipinas, must also be incorporated when relevant.
The SEC is also proposing stricter accreditation standards for institutional training providers and resource speakers. Accreditation fees would range from P2,000 to P50,000, and the validity of accreditation for training providers would be extended from three years to five years.
Training sessions may be conducted onsite, online, or through hybrid formats, and can be organized in-house or by SEC-accredited providers. Some directors and officers may be exempt from the training requirement, including accredited speakers who regularly conduct sessions and those who complete recognized foreign training and properly disclose it.
Penalties for non-compliance would range from P1,000 to P50,000, with possible suspension or revocation of SEC accreditation after due process.
The SEC said the updated rules are intended to ensure governance training is consistent, well-documented, and responsive to evolving corporate risks and expectations.
