Makati court denies GMA bid to stop SEC rule on director term limits

A Makati court has rejected GMA Network Inc.’s request to temporarily stop a new rule from the Securities and Exchange Commission (SEC) that limits how long independent directors can serve in publicly listed companies.

In a petition filed on March 26, GMA asked the court to block SEC Memorandum Circular No. 7, which sets a maximum cumulative term of nine years for independent directors in the same company, counted from 2012. After reaching the limit, they can no longer serve as independent directors but may still be elected as regular directors.

The SEC opposed the request, saying GMA failed to prove that the rule violated any clear legal right or that there was an urgent need for a restraining order.

The court agreed and found no “extreme urgency” to justify stopping the rule. It noted that GMA had already postponed its annual stockholders’ meeting from May to December 2026, giving the company enough time to comply with the new requirements.

The court also pointed out that GMA did not disclose this rescheduling in its petition, which made the situation appear more urgent than it actually was.

The SEC defended the policy, saying the term limits are part of efforts to improve corporate governance, boost investor confidence, and strengthen the capital market. SEC Chair Francis Lim said companies should avoid “boardroom entrenchment” and uphold higher governance standards

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