The Securities and Exchange Commission (SEC) has relaxed the rules for publicly listed firms and other companies with registered securities that want to hold their annual stockholders’ meetings (ASMs) earlier than the date stated in their bylaws.
Under the new policy, companies supervised by the SEC no longer need to secure prior approval from the regulator before conducting an early ASM. Instead, they must send a written notice to the SEC at least 32 business days before the scheduled meeting.
The notice must explain the reason for holding the meeting early and must be approved by the company’s board of directors, with supporting certification from the corporate secretary. The notice will help ensure that companies still comply with required timelines for filing and distributing their preliminary and definitive information statements.
Companies must also disclose the early meeting and the reason for it through SEC Form 17-C. This disclosure must be posted on the company’s website and, for listed firms, on the Philippine Stock Exchange disclosure platform.
The SEC emphasized that companies should protect stockholders’ rights, encourage minority investors to attend the meetings, and comply with all filing deadlines for required documents.
Annual stockholders’ meetings are important corporate events where investors vote on key matters such as electing directors, approving major policies, and reviewing company performance. The SEC said the simplified process aims to give companies more flexibility in scheduling these meetings while maintaining transparency and protecting shareholder rights.
