Departments and Offices

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Departments and Offices

DEPARTMENTS

Markets and Securities Regulation Department

DEPARTMENT’ FUNCTIONS
1.	Registers securities and grants exemption from registration such as but not limited to equity securities, bonds, commercial papers issued by issuer of registered equity and bonds, real estate investment trusts and other alternative investment products, and supervises and monitors the compliance by the issuers of such securities with legal and regulatory requirements.

2.	Registers and supervises securities markets and market institutions such as exchanges, alternative trading systems, over-the-counter markets and other trading markets, self regulatory organizations, clearing agencies, securities lending agencies, depositories, custodians, central trade reporting systems, registrars of qualified buyers and other securities-related organizations for their compliance with legal and regulatory requirements.

3.	Supervises intermediaries and market professionals such as brokers, dealers, government securities eligible dealers, government securities brokers, associated persons and salespersons of brokers dealers, transfer agents, investment houses, investment company advisers, mutual fund distributors, compliance officers and certified investment solicitors of investment company advisers/ mutual fund distributors, and other securities market participants for their compliance with legal and regulatory requirements.

4.	Reviews proposed rules of self-regulatory organizations (SROs) and other market participants, and proposed products and services in the market to ensure their consistency with securities laws, regulations, policies and global best practices.

5.	Reviews existing regulatory frameworks of the securities industry, conduct market-related research and recommends rules and/or reforms.

6.	Establishes linkages with national and international organizations (eg. ASEAN and APEC) and regulatory agencies with regard to the securities market, including cross-border products, services and arrangements.

7.	Acts as National Numbering Agency for all securities issued in the Philippines.

8.	Issues show cause orders, assess and impose penalties for non compliance with rules and regulations implemented by the Department.

SECURITIES REGISTRATION DIVISION

1.	Registers securities and grants exemption from registration such as but not limited to equity securities, bonds, commercial papers issued by issuer of registered equity and bonds, real estate investment trusts and other alternative investment products.

2.	Processes applications for Exemption from Registration/ request for confirmation of exemption from registration regarding issuance of securities (SRC Sections 10.1 and 10.2 transactions).

3.	Monitors and supervises the compliance by issuers with standards of financial reporting and the administration of fair disclosure and other regulatory requirements.

4.	Conducts audits of issuers of securities as warranted and prepares audit reports and recommends corrective actions or sanctions.

MARKETS AND INTERMEDIARIES DIVISION
1.	Monitors and supervises securities markets such as exchanges, alternative trading systems, over-the-counter markets, other trading markets, self-regulatory organizations (SROs), clearing agencies, depositories, custodians, transfer agents, central trade reporting systems and other securities related organizations and participants, as well as securities brokers, dealers, associated persons and salespersons of brokers dealers, investment houses, investment company advisers, mutual fund distributors, compliance officers and certified investment solicitors of investment company advisers/ mutual fund distributors, securities lending agencies, registrars of qualified buyers and other securities intermediaries, for their compliance with legal and regulatory requirements.

2.	Reviews periodic reports of SROs, markets, intermediaries and other registered persons.

3.	Conducts audits of SROs, intermediaries and other registered persons and prepares audit reports and recommends corrective actions or sanctions.

4.	Analyzes and collates data and risk-based financial reports to support audit activities.

5.	Monitors compliance of PSE relative to its shares with listing and disclosure requirements.


INVESTMENT PRODUCTS & SERVICES DIVISION
1.	Registers securities markets and market institutions such as Exchanges, Alternative Trading Systems, Over-the-Counter markets and other trading markets, self-regulatory organizations (SROs), clearing agencies, securities lending agencies, depositories, custodians, central trade reporting system, registrars of qualified buyers and other securities-related organizations.

2.	Reviews proposed rules of SROs and other market participants, and proposed products and services in the market to ensure their consistency with securities laws, regulations, policies and global best practices.

3.	Reviews existing regulatory frameworks of the securities industry, conducts market-related research and recommends rules and/or reforms.

4.	Establishes linkages with national and international organizations (eg. ASEAN and APEC) and regulatory agencies with regard to the securities market, including cross-border products, services and arrangements

5.	Acts as National Numbering Agency for all securities issued in the Philippines. (prospective)

Corporate Governance and Finance Department

DEPARTMENT’ FUNCTIONS
•	Registers or grants exemption from registration securities of Mutual Fund Companies (MFCs) and Exchange-Traded Funds (ETFs); issuers of proprietary and non¬proprietary membership certificates/shares; timeshares; and commercial papers offered or sold by unlisted or unregistered issuers.
•	Licenses Investment Companies (lCs).
•	Accredits Corporate Governance Training Providers (CGTPs).
•	Monitors Public Companies (PCs), Mutual Fund Companies (MFCs) , Exchange Traded Funds (ETFs), Financing Companies (FCs), Lending Companies (Les), Issuers of Membership Certificates/Shares, Timeshares/Commercial Papers and Foundations’ compliance with existing laws and regulations.
•	Monitors covered companies’ compliance with the Revised Code of Corporate Governance (RCCG) and other governance issuance of the Commission;
•	Promotes good corporate practices and principles.
•	Updates the status of some pre-need corporations by virtue of the Commission’s residual power and resolves claims filed with the SEC before the enactment of the Pre- Need Code.
•	Acts as Credit Information Corporation (CfC) help desk.
•	Participates in Congressional hearings on proposed bills affecting the SEC.
•	Participates in inter-agency and private sector meetings or consultations.
•	Performs such other functions as may be directed by the Chair and Commissioners.

Company Registration and Monitoring Department

DEPARTMENT’ FUNCTIONS
•	Registers domestic corporations and partnerships.
•	Processes applications for amendment of articles of incorporation/articles of partnership, by-laws, mergers and other corporate reorganizations that require the prior approval of the Commission.
•	Licenses foreign corporations doing business In the Philippines and multinational companies.
•	Licenses lending, financing companies and capital market participants.
•	Monitors compliance by registered domestic/licensed foreign corporations with their reportorial responsibilities under the Corporation Code and other existing laws.
•	Maintains custody over registration documents and documents that it has acted upon or directly filed with it.
•	Verifies and reserves proposed company names and issues certification on corporate filings and information.
•	Revokes certificates of incorporation/license to do business for non-compliance with reportorial requirements and other pertinent laws implemented by the Commission.
•	Attends court hearings and processes as witness and as resource person in inter-agency meetings and provides corporate records to other government agencies.
•	Hears/decides administrative cases within the Department jurisdiction.
•	Acts on Petition for Change of Corporate Name. Undertakes special studies on corporate problems relating to registration and monitoring of corporations submitted to the Commission by the public and government agencies and instrumentalities and develops, recommends policies on registration and monitoring of corporations and licensed foreign corporations.
•	Attends to public queries.
•	Performs such other functions as may be directed by the Chair and Commissioners.

Enforcement and Investor Protection Department

DEPARTMENT’ FUNCTIONS
Investigation and Prosecution Division (IPD)
•	Investigate and hear, motu propio or upon complaint or referral, all cases involving violations of the laws, rules and regulations being implemented by the Commission;Issues Orders for the imposition of fine and/or other administrative penalties.
•	Prepare draft of Orders, Resolutions or Decisions for the imposition of fines and other appropriate administrative sanctions for violations of the laws, rules and regulations enforced by the Commission;
•	Refer to the Special Operations Division (SOD) cases for the conduct of surveillance and/or onsite inspections of entities, as may be necessary to an on-going investigation;
•	Initiate the issuance of a Cease and Desist Order (CDO) by the Commission;
•	File criminal complaints before the DOJ and actively prosecute or assist the public prosecutors in prosecuting criminal cases for violations of the Securities Regulation Code and its IRR and all other criminal cases involving the SEC as complainant;
•	Prepare and file the necessary pleadings as required in administrative and criminal cases;
•	Prepare and recommend to the Commission En Banc the posting of advisories on the Commission’s website on matters required to be immediately publicly disseminated for the protection and information of the investing public;
•	Evaluate Settlement Offers proposed in writing by parties being investigated and/or charged;
•	9) Act on petitions for revocation of corporate registration in all cases, except those which fall under the original authority of the CRMD;
•	Prepare writs of execution to enforce the provisions of Section 54 of the SRC and to enforce the payment of the fees and other dues collectible under said section;
•	Attend and render assistance to walk-in clients and acts on or responds to emails, letters and phoned-in queries and tips from the public and other government agencies as may be assigned by the Director;
Market Surveillance Division (MSD)
•	Conduct surveillance of the trading of securities in the exchanges and ensure compliance of market participants and intermediaries with Sections 24, 26 and 27 of the SRC and its IRR;
•	Prepare Investigation and/or Surveillance Reports with its findings and recommendations with supporting documentary and other evidence concerning any violations of Sections 24, 26 and 27 of the SRC and its IRR and refers the same to the IPD for evaluation and appropriate action;
•	Prepare Investigation and/or surveillance reports on findings that a person or entity has engaged in or is about to engage in any act or practice constituting a violation of any rule of an Exchange, registered securities association, clearing agency or other self-regulatory organization in the event that such exchange or other self-regulatory organization is unable or unwilling to take action against the person;
•	Coordinate with the Philippine Stock Exchange (PSE), Philippine Dealing and Exchange Corporation (PDEx), Capital Markets Integrity Corporation (CMIC) and capital market participants in gathering evidence or obtaining information on market manipulation, insider training and/or fraudulent transactions in connection with the purchase or sale of securities;
•	Act on requests for assistance from International Organization of Securities Commissions (IOSCO) members and other foreign securities regulators;
•	Prepare and recommend to the Commission En Banc the posting of advisories on the Commission’s website on matters concerned with the trading of securities in the exchanges and violations of Sections 24, 26 and 27 of the SRC;
•	Assist the IPD in actively prosecuting criminal cases before the DOJ and the Courts;
•	Attend and render assistance to walk-in clients and acts on or responds to emails, letters and phoned-in queries and tips from the public and other government agencies as may be assigned by the Director; and
Special Operations Division (SOD)
•	Conduct undercover and surveillance operations and onsite inspections, upon request or referral by the IPD or as assigned by the Director, of entities involved in violations of the SRC, the Corporate Code and other laws and the rules and regulations administered by the Commission;
•	Conduct surveillance of the public offering and exchanges of unregistered securities in all its forms including commodities futures contracts done through the internet to determine whether any person has violated or its about to violate any provisions of the SRC, any rule, regulation, or order thereunder;
•	Prepare investigation and/or surveillance reports with its findings of facts, conclusions of law and recommendations with supporting documentary and other evidence of violations of the SRC and its IRR and refers the same to the IPD for evaluation and appropriate action;
•	Coordinate with the anti-cybercrime units of other law enforcement agencies in gathering electronic evidence of violations of the SRC and other laws enforced by the Commission done through the internet;
•	Attend and render assistance to walk-in clients and act on and responds to e-mails, letters and phoned-in queries and tips from the public and other government agencies as may be assigned by the Director;
•	Provide investor assistance and develop and undertake programs to promote investor awareness including recommending to the En Banc the issuance of advisories for posting on the Commission’s website;
•	Attend the regular meetings of the NALECC as representative of the Commission and acts on all requests made by the NALECC members;
•	Assist the IPD in actively prosecuting criminal cases before the DOJ and the Courts;
Anti-Money Laundering Division (AMLD)
•	Act as the Anti-Money Laundering (AML)/Combating the Financing of Terrorism (CFT) Division of the Commission;
•	Coordinate directly with the Anti-Money Laundering Council (AMLC);
•	Review the AML Operating Manuals of applicants for registration and/or secondary license, as referred to it by the Company Registration and Monitoring Department (CRMD), Markets and Securities Regulations Department (MSRD) and the Corporate Governance and Finance Department (CGFD), and make the appropriate recommendations thereon;
•	Review and recommend to the En Banc the proposed AML/CFT related rules of self-regulatory organizations and other market participants;
•	Plan and conduct AML/CFT audit and examinations in coordination with the MSRD, CGFD and CRMD and refer its findings of Money Laundering and/or Terrorists Financing to the AMLC for prosecution and other appropriate action;
•	Act on all matters pertaining to compliance by SEC covered persons with the Anti-Money Laundering Act, as amended, and the rules and regulations issued by the Commission related to AMLA;
•	Act on requests for assistance from International Organization of Securities Commissions (IOSCO) members and other foreign securities regulators on AML/CFT matters;
•	Prepare reports of violations committed by entities registered with the Commission of AML/CFT rules and regulations and refer the same to the IPD for the initiation of revocation proceedings of their certificates of registration;
•	Prepare and recommend to the En Banc advisories on AML/CFT related matters for posting on the Commission’s website;
•	Act as resource center for investors and other government agencies on AML/CFT related matters;
•	Investigate and hear, motu proprio, or upon complaint or referral, violations of the rules and regulations of the Commission concerning AML/CFT matters;
•	Prepare Orders or Decisions for the imposition of fines or other administrative sanctions for violations of the rules and regulations of the Commission on AML/CFT matters in accordance with Section 54.1 (a) of the SRC;
•	Prepare and file criminal complaints for violation of the rules and regulations promulgated by the Commission on AML/CFT matters in accordance with Section 73 of the SRC;
•	Actively prosecute criminal complaints for violation of the rules and regulations of the Commission on AML/CFT matters before the DOJ and the Courts;
•	Attend and render assistance to walk-in clients and act on and respond to e-mail/written concerns, tips or referrals on AML/CFT-related matters;
•	Enforce all AML/CFT and Proliferation of Weapons of Mass Destruction rules and regulations promulgated by the Commission; and
•	Perform such other AML/CFT-related functions as may be directed by the EIPD Director, the SEC Chairperson and Commissioners.

Economic Research and Training Department

DEPARTMENT’ FUNCTIONS
•	Coordinates the formulation and monitoring of the agency’s strategic and operational plans.
•	Prepares the agency’s inputs to government plans and related reports/updates.
•	Prepares materials on the policies, plans, programs and accomplishments of the SEC for reporting to government oversight agencies (eg. OBM, DoF, NEDA, Congress).
•	Publishes the SEC Annual Report.
•	Acts as the focal SEC department in implementing infomercials and conducting education programs for the external public.
•	Acts as the focal SEC department on matters pertaining to performance governance and quality management programs.
•	Coordinates with SEC departments the formulation and implementation of the annual research agenda of the Commission.
•	Coordinates statistical compilation activities and represents the Commission in inter-agency activities on statistical concerns.
•	Provides technical support to inter-agency activmes and coordination on matters relating to multi-lateral, regional and bilateral international trade and economic partnership agreements on financial services.
•	Coordinates the conduct of capacity building programs for capital market participants.
•	Administers certification examinations for capital market participants.
•	Coordinates with foreign donors on the implementation of SEC capacity building projects/activities as assigned by the Commission En Banc.
•	Performs such other functions as may be directed by the Chair and Commissioners.

Information and Communications Technology Department

DEPARTMENT’ FUNCTIONS
•	Formulates the SEC Information Systems Strategic Plan (ISSP) and coordinates activities relative to the implementation thereof
•	Undertakes procurement planning, acquisition, and deployment of thc Commission’s Information and Communications Technology (lCT) Resources in accordance with the SEC-ISSP.
•	Leads and facilitates application systems development activities, including the administration, maintenance and promotions of the systems developed and deployed application systems.
•	Performs capacity planning actrvrties and administers the network and communications infrastructure of the Commission including establishment of linkages between the SEC head office and extension offices.
•	Ensures the proper maintenance of the computer and network facilities of the Commission.
•	Participates in inter-agency electronic linkages and data-sharing arrangements.
•	Preserves the integrity of SEC electronic data.
•	Updates the database entries relative to amendments to the capital structure/contributed capital of SEC registered companies.
•	Receives reports and other written communications (mails and walk-in) and releases SEC documents, except applications processed and approved by CRMD.
•	Maintains archives and manages electronic copies of documents submitted by registered companies.
•	Coordinates with the other departments/ offices In the disposal of records In accordance with Philippine law and SEC policy.
•	Provides information of registered companies to SEC internal and external users.
•	Authenticates corporate/ partnership documents based on electronic records.
•	Performs such other functions as may be directed by the Chair and Commissioners.

Human Resource and Administrative Department

DEPARTMENT’ FUNCTIONS
•	Implements CSC law, rules and regulations, in matters of recruitment and selection, training and staff development, scholarship grants, performance management, merit promotion, employee welfare and administrative disciplinary actions.
•	Manages the activities of the Medical and Dental Unit in providing health care to SEC employees.
•	Conducts human resource (HR) policy research.
•	Implements internal and external communications system such as publication of newsletter, SEC Circulars, Vacant Positions and other publications as may be assigned from time to time.
•	Coordinates with the Office of Commission Secretary on media relation matters.
•	Manages SEC Library.
•	Provides timely and effective administrative and general services support to the departments and offices of the Commission.
•	Provides administrative support and assistance in the procurement process of the SEC in accordance with Republic Act No. 8194 and its Revised Implementing Rules and Regulations (IRR) and other applicable laws and rules.
•	Reviews and submits SALN of employees to appropriate agencies.
•	Manages the Citizens Charter and monitors compliance with the Anti-Red Tape Act of200 1 eRA 8794).
•	Plans and implements Gender and Development (GAD) programs.
•	Plans and implements Senior Citizen related concerns.
•	Administers the internship program.
•	Performs such other functions as may be directed by the Chair and Commissioners.

Financial Management Department

DEPARTMENT’ FUNCTIONS
•	Prepares and submits the Commission’s budget documents and financial reports to oversight agencies.
•	Allocates, processes, and releases SEC funds to different programs, projects and activities (PAPs).
•	Processes and releases payments and claims to, and remittances for all SEC employees and creditors.
•	Collects all SEC income from its clientele and deposits the same to the National Treasury on the following working day.
•	Serves as custodian of promissory notes of registered commercial paper issuers and deposit substitutes of multinationals and other foreign corporations doing business in the Philippines.
•	Pre-audits all disbursements as to accuracy and compliance with rules and regulations on disbursements.
•	Confirms GSIS loan applications.
•	Reconciles subsidiary ledgers against the general ledger.
•	Manages and operates the Provident Fund.
•	Processes requests for refund of filing fees, and application/utilization and transfer of payments of the same corporation as recommended by the operating departments.
•	Processes requests for authentication of official receipts.
•	Performs such other functions as may be directed by the Chair and Commissioners.

SPECIAL OFFICES

Office of the Commission Secretary

DEPARTMENT’ FUNCTIONS
•	Maintains the official records of the En Banc.
•	Prepares the agenda and notices for En Banc meetings.
•	Maintains custody over documents it has acted on, or are directly filed with it, unless otherwise directed by the En Banc, including certificates of titles of real estate properties of the Commission, and other confidential documents as may be determined by the En Banc.
•	Prepares minutes of Commission meetings and Executive Sessions, decisions and resolutions for the approval of the En Banc.
•	Handles media relations for the Commission.
•	Develops Rules of Practice that guide the Commission, Departments, Offices, staff and the public in the Commission’s processes and procedures.
•	Reviews official documents for dissemination based on established methodology.
•	Handles appeals from Petitions for Calling of Meeting.
•	Performs such other functions as may be directed by the Chair and Commissioners.

Office of the General Counsel

DEPARTMENT’ FUNCTIONS
•	Hears Petitions for Calling of Meeting.
•	Acts on the following for the En Banc:
• Appeals to the En Banc from decisions of the operating departments, SRO, etc. • Petition for Voluntary Dissolution with Creditors Affected under Section 119 of the Corporation Code. • Petitions for issuance of Cease and Desist Orders (COOs). Contracts of the Commission for review. • Request for opinions and special studies from the Chair, the Commissioners and other Operating Departments.
•	Acts on formal request for opinions from the public involving the interpretation of the laws which the Commission implements.
•	Liaises with the House of Representatives and the Senate, assists in the preparation of the Commission’s legislative agenda, and prepares comments and position papers on proposed legislation.
•	Liaises on legal matters with self-regulatory organizations, international organizations and foreign government regulators and agencies.
•	Represents the Commission before the COA, DBM and other administrative agencies.
•	Oversees non-enforcement litigation, and appellate litigation in cooperation with the Office of the Solicitor General.
•	Represents the Commission before the Office for Competition (DOJ) in conferences, technical working groups, and other joint activities to study existing laws, rules and regulations on trade and competition, and develop and propose appropriate legislative or executive action in coordination with the other departments.
•	Entertains walk-in/phone legal queries involving complex issues from the public.
•	Performs such other functions as may be directed by the Chair and Commissioners.

Office of the General Accountant

DEPARTMENT’ FUNCTIONS
•	Leads in the formulation, adoption, implementation of financial reporting and auditing standards and practices based on global framework.
•	Prepares opinions, clarifications and reply to queries from the public that involve financial reporting and audit issues.
•	Accredits auditing firms and/or external auditors, appraisal companies or professional service organizations, credit rating agencies and other independent professionals or experts engaged by corporations regulated by the Commission.
•	Monitors compliance with rules by external auditors and auditing firms, appraisal companies or professional service organizations, credit rating agencies and other experts accredited by the Commission.
•	Evaluates financial statements of corporations that may be referred by the Departments.
•	Renders advice to the operating Departments, upon request, on financial reporting and related matters.
•	Formulates rules and guidelines on oversight review of work of accredited external auditors, appraisers, experts or professionals to determine compliance.
•	Conducts oversight review over the operation, quality controls, and documentation of accredited external auditors, appraisers, experts or professionals.
•	Maintains custody over documents it has acted on, or are directly filed with it, unless otherwise directed by the En Banc.
•	Performs such other functions as may be directed by the Chair and Commissioners.

EXTENSION OFFICES

OFFICE’ FUNCTIONS
•	Registers corporations and records articles of partnership, and amendments thereof, including issuance of Certificates of Authority to lending companies (main and branch) and CA to branches of financing companies.
•	Issues licenses to do business in the Philippines to branch or representative offices of foreign and multinational companies.
•	Monitors companies’ compliance with reportorial requirements.
•	Receives reportorial requirements from corporations.
•	Issues certifications, CTCs and photocopies of documents requested by the clients.
•	Performs enforcement and investigations functions motu propio and/or III coordination with EIPD/CGFD.
•	Performs onsite/ocular inspection motu propio and/or 111 coordination with EIPD/CGFD.
•	Provides advisory assistance to the public.
•	Acts as observer in the stock holders’ and members meetings upon request by corporations/stockholders/members.
•	Undertakes information dissemination on corporate and capital market development and regulation.
•	Serves notices/summons and other SEC issuances (i.e., CDOs, decisions) as requested by OGC and/or other operating departments.
•	Executes decisions as requested by OGe and/or other operating departments.
•	Acts upon petitions for the correction of entries in the Articles of Incorporation and/or By Laws.
•	Receives and maintains custody over documents acted upon by or directly filed with it.
•	Assesses, collects and deposits fees, tines and penalties.
•	Prepares and submits reportorial requirements to different SEC departments and offices.
•	Performs such other functions as may be directed by the Chair and Commissioners.

About Us

DEPARTMENTS AND OFFICES

Markets and Securities Regulation Department

Corporate Governance and Finance Department

Company Registration and Monitoring Department

Enforcement and Investor Protection Department

Economic Research and Training Department

Information and Communications Technology Department

Human Resource and Administrative Department

Financial Management Department

Office of the Commission Secretary

Office of the General Counsel

Office of the General Accountant

EXTENSION OFFICES