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Consolidated Schedule of Fees and Charges

SEC Memorandum Circular No. 09-04 • Securities and Exchange Commission • Memorandum Circulars • May 20, 2004

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May 20, 2004 SEC MEMORANDUM CIRCULAR NO. 09-04 TO : All Concerned SUBJECT : Consolidated Schedule of Fees and Charges As approved by the Commission en Banc , hereunder is the list of all the fees and charges to be imposed and collected by the Securities and Exchange Commission. Company Registration and Monitoring Department Application Filing Fee 1. Articles of Partnership 1/5 of 1% of the Partnership's capital but not less than P1,000.00 2. Increase of Capital of Partnership 1/5 of 1% of the increase in capital but not less than P1,000.00 3. Amended Articles of Partnership P1,000.00 4. Deed of Assignment of Partnership Interest P500.00 5. Articles of Dissolution of Partnership P500.00 6. Affidavit of Withdrawal of Partner P500.00 7. Articles of Incorporation a. Stock corporation with par value 1/5 of 1% of the authorized capital stock or the subscription price of the subscribed capital stock whichever is higher but not less than P1,000.00 b. Stock corporation without par 1/5 of 1% of the authorized capital value stock computed at P100.00 per share or the subscription price of the subscribed capital stock whichever is higher but not less than P1,000.00 8. Articles of Incorporation of Non- P500.00 stock corporation 9. By-Laws of both stock and non-stock P500.00 corporation 10. Amended Articles of Incorporation of P500.00 both stock and non-stock corporation 11. Amended Articles of Incorporation 1/5 of 1% of the authorized capital stock where amendment consists of but not less than P2,000.00 extending the term of corporate existence 12. Amended Articles of Incorporation P2,000.00 Re: Conversion/Reclassification of shares 13. Amended by-laws of both stock and non-stock corporation P500.00 14. Increase of Capital Stock a. Corporation with par value 1/5 of 1% of the increase in capital stock or the subscription price of the subscribed capital stock whichever is higher but not less than P1,000.00 b. Corporation without par value 1/5 of 1% of the increase in capital stock computed at P100.00 per share or the subscription price of the subscribed capital stock whichever is higher but not less than P1,000.00 15. Decrease of Capital stock a. Return of Capital P3,000.00 b. All others P2,000.00 16. Certificate of incurring, creating, 1/10 of 1% of the total indebtedness but increasing bonded indebtedness not less than P500.00 17. Merger or consolidation of 1/5 of 1% of the equity of the absorbed corporations corporation/s but not less than P3,000.00 (a) In merger, in case of Filing fee for Increase in Capital Stock simultaneous filing of (refer to item 14 above) or the filing fee application for increase of for Merger (refer to item 17 above) authorized capital stock by whichever is higher the surviving corporation (b) In consolidation where the total 1/5 of 1% of total equity of the equity of constituent corporation constituent corporations or the filing fee is different from the authorized for Articles of Incorporation (refer to capital of the consolidated item 7 above) whichever is higher corporation 18. Valuation of Consideration for 1/5 of 1% of the amount of shares of Shares of Stock stock to be issued but not less than P2,000.00 19. Equity restructuring a. To wipe out existing deficit P3,000.00 b. To create additional paid-in 1/5 of 1% of the amount infused but not capital less than P1,000.00 20. Stock/Cash Dividend of up to P500.00 P50,000,000.00 declared by the corporation whose securities are not listed. 21. Stock/Cash Dividend of over P1,000.00 P50,000,000.00 declared by the corporation whose securities are not listed. 22. Property Dividend Declaration 1/5 of 1% of the amount declared but not less than P1,000.00 23. Application under the Foreign P2,000.00 Investment Act (aside from the filing fee for articles of incorporation) 24. Application of Stock Foreign 1% of the actual inward remittance of corporations: the corporation converted into Philippine a) branch office currency but not less than P2,000.00 b) representative office 1/10 of 1% of the actual inward remittance of the corporation converted into Philippine currency but not less than P2,000.00 25. Application of Non Stock foreign P2,000.00 corporation 26. Application for Area or Regional P5,000.00 Headquarters 27. Application for Regional Operating 1% of the actual remittance but not less Headquarters or petition for than 1% of peso equivalent of $200,000 Conversion of an Area or Regional at the time of remittance Headquarters into a Regional Operating Headquarters. 28. Petition for Amendment of License P2,000.00 of a foreign corporation 29. Cancellation of license of a foreign P2,000.00 corporation 30. Cancellation of license of Regional P1,000.00 Headquarters of multinational corporation 31. Cancellation of license of Regional P2,000.00 Operating Headquarters of multinational corporation 32. Appointment of a Resident Agent or P1,000.00 Substitute Resident Agent 33. Revocation of Appointment of P1,000.00 Resident Agent or Substitute Agent 34. Amended Articles of Incorporation P1,000.00 of a Foreign Corporation 35. Amended By-Laws of a Foreign P1,000.00 Corporation 36. Recording of Deed of Assignment of P300.00 Shares of stock 37. Petition to set aside Order of P1,000.00 Suspension/Revocation 38. Petition for Correction in Articles of P1,000.00 Incorporation, By-laws or amendments thereto 39. Certification on Corporate, P300.00 Information, recording of deed of assignment of stock 40. Certificate of Company Status P500.00 41. Certification of Paid-up capital, P400.00 Outstanding capital, Percentage of Filipino stockholdings, etc. 42. Accreditation of Appraisal Companies P5,000.00 43. Registration fee for Stock and P150.00 Transfer Book 44. Registration fee for Membership P75.00 Book 45. Name Verification/Reservation Fee P40.00 per allowed name Corporation Finance Department Application Filing Fee 1. Registration Statement Not more than P500 Million worth of securities: (Registration of equity securities, - 0.10% of the maximum aggregate price commercial papers or debt securities, of the securities to be offered proprietary or non-proprietary shares or memberships, warrants and More than P500M Million but not more options) than P750 Million: - P500,000 plus 0.075% of the excess over P500 Million More than P750 Million but not more than P1 Billion: - P687,500 plus 0.05% of the excess over P750 Million More than P1 Billion: - P812,500 plus 0.025% of the excess over P1 Billion (in case of options or warrants which have no issue value: Minimum of P50,000.00 in addition to the fees which may be due on the underlying shares) 2. Voluntary Revocation of Securities P5,000.00 under SRC Rule 13 3. Amended Registration Statement in P10,000.00 accordance with SRC Rule 14 In case of an increase in offering price: 1/10 of 1% of the amount of difference between the highest aggregate amount per old range and the total amount based on new volume or price. 4. Confirmation for exemption under 1/10 of 1% of the aggregate value of the Section 10.1 of the Securities securities to be sold or issued Regulation Code (SRC) 5. Request for exemption under Section 1/10 of 1% of the aggregate value of the 10.2 of the Securities Regulation securities to be sold or issued Code 6. Request for exemptive relief under P5,000.00 Section 72.2 of the SRC Rule 19 7. Accreditation of External Auditor P2,000.00 (Original and Renewal) 8. Accreditation of an Auditing Firm P5,000.00 (Original and Renewal) 9. Accreditation of Credit Rating Agency Original application: P50,000.00 Annual fee: P10,000.00 10. Original Application for a Certificate 1/10 of 1% of the amount of Paid-up of Authority to operate as a Financing capital stock Company (Head Office and each Branch) 11. Annual Fee (Head and Branch 1/8 of 1% of the required paid-up capital Office) stock P5,000.00 12. Registration as Investment Company P5,000.00 13. Other Filings a. Information Statement filed by P5,000.00 the registrant (SEC Form 20-IS) b. Information Statement filed by a P2,000.00 person other than the registrant under SRC Rule 20 c. Tender Offer Statement Not more than P500 Million worth of (SEC Form 19-1) and other Securities: appropriate filings under Section 0.10% of the maximum aggregate price 21 of the SRC of the securities to be tendered More than P500 Million but not more than P750 Million: P500,000 plus 0.075% of the excess over P750 Million More than P750 Million but not more than P1 Billion: P687,500 plus 0.05 % of the excess over P750 Million More than P1 Billion: P812,500 plus 0.025% of the excess over P1 Billion d. Listing Fee P2,500.00 e. Annual Information Statement of P10,000.00 Exempt Commercial Paper Issuer (SEC Form 85-18-1) f. Certification Fee P300.00 Non-Traditional Securities and Instruments Department A.Registration/Licensing of Securities Application Filing Fee 1. New and Additional 1/10 of 1% of the maximum aggregate price at which the securities are proposed to be offered 2. Petition for Price Increase P2,500.00 3. Petition for amendment of P2,500.00 Registration Statement/contracts/all applications 4. Petition for release of balance P2,500.00 5. Petition for cancellation of registration P2,500.00 6. Petition for suspension and/or P2,500.00 cancellation of permit to sell B.Dealer/Branch/Salesmen/General Agent 1. New 1.1 Dealer a. Head Office P10,000.00 b. Branch Office 1) Within Metro Manila P5,000.00 2) Outside Metro Manila P2,500.00 1.2 General Agent P5,000.00 1.3 Salesman a. Dealer P200.00 b. General Agent P200.00 2. Renewal 2.1 Dealer a. Head Office P5,000.00 b. Branch Office 1) Within Metro Manila P2,500.00 2) Outside Metro Manila P1,500.00 2.2 General Agent P2,500.00 2.3 Salesman P200.00 3. Closure of Branch Office P1,000.00 C.Others 1. Approval of Trust Agreement P2,500.00 2. Accreditation of Pre-need Actuaries P1,000.00 3. Certifications P300.00 4. Accreditation of Pre-need External P2,000.00 Auditors (Sec. 6.3 of SEC MC No. 13, series of 2003) D.Alternative Trading System (ATS) 1. Registration and licensing of the system or renewal 1.1 Alternative Trading System P50,000.00 1.2 Semestral Transaction Fee a. For first two (2) billion of the 1/300 of 1% aggregate amount of the sales of securities transacted on such ATS during the preceding semester b. For the next two (2) billion 1/200 of 1% c. Onwards 1/100 of 1% 2. Application for exemption under ATS P5,000.00 3. Certification under ATS P300.00 Market Regulation Department A.Registration/Licensing Application Filing Fee 1. New 1.1 Broker-Dealer a. Head Office P50,000.00 b. Branch P10,000.00 1.2 Broker a. Head Office P25,000.00 1.3 Dealer a. Head Office P25,000.00 1.4 Salesperson P2,000.00 1.5 Associated Person P3,000.00 1.6 Investment Company Adviser a. Head Office P10,000.00 1.7 Certified Investment Distributor/ 2004 P945.00 Salesperson/Certified Investment Solicitor 2005 P1,420.00 2006 P2,125.00 1.8 Investment Houses/Underwriters of Securities/Government Securities Eligible Dealers a. Head Office P50,000.00 b. Branch P10,000.00 1.9 Investment Houses/Underwriters of Securities Dealing in Government Securities a. Head Office P50,000.00 b. Branch P10,000.00 1.10 Associated Person P1,000.00 1.11 Transfer Agents P10,000.00 1.12 Stock Exchanges P50,000.00 a. Additional Fees 1/100th of 1% of the aggregate amount sales of securities transacted during the preceding calendar year 1.13 Clearing Agencies and Central Depositories a. Additional Fees P50,000.00 2. Renewal 2.1 Broker-Dealer a. Head Office P20,000.00 b. Branch P5,000.00 2.2 Broker a. Head Office P10,000.00 2.3 Dealer a. Head Office P10,000.00 2.4 Salesperson P1,000.00 2.5 Associated Person P1,500.00 2.6 Investment Company Adviser a. Head Office P3,000.00 2.7 Certified Investment Distributor/ 2004 P650.00 Salesperson/Certified Investment Solicitor 2005 P815.00 2006 P1,015.00 2.8 Investment Houses/Underwriters of Securities/Government Securities Eligible Dealers a. Head Office P20,000.00 b. Branch P5,000.00 2.9 Investment Houses/Underwriters of Securities Dealing in Government Securities a. Head Office P30,000.00 b. Branch P5,000.00 2.10 Associated Person P500.00 2.11 Transfer Agents P3,000.00 B.Others 1. Additional Listing of PSE shares P10,000.00 2. Listing Fee for PSE Shares 1/10 of 1% of the number of shares to be listed x placement fee 3. Certification P300.00 Economic Research and Information Department A.Preparation of statistical reports, company listings and related information SEC-registered entities Application Services Charge/Fee 1. Computer usage/processing time P2.00 per minute 2. Special program fee for institutional/ P500.00 per transaction individual researchers 3. Hard copy of documents with list containing various information P5.00 per page such as address, industry classification, equity structure, etc. 4. Soft copy of documents with list containing various information such as address, industry classification, equity structure, etc. a. CD-RW media P100.00 per piece b. 1.44 MB floppy diskette P50.00 per piece B.SEC Publication 1. SEC Bulletin P150.00 per copy Human Resource and Administrative Department Application Service Charge/Fees 1. Public Reference Unit Service Charge P20.00/ transaction 2. Reproduction of Documents PLAIN MICROFILM AUTHENTICATED COPY COPY a. Articles of Incorporation P100.00 P150.00 b. By-Laws P100.00 P150.00 c. General Information Sheet P25.00 P50.00 d. Increase in Capital stock P50.00 P100.00 e. Resolution P15.00 P50.00 f. Secretary's Certificate P15.00 P50.00 g. Board Resolution P15.00 P50.00 h. Registration Data Sheet P25.00 P50.00 i. Deed of Assignment P15.00 P50.00 j. Borrowing fee for hard copy(PRU Reproduction Cost (xerox) plus paper copy not available in micro- P50.00/document film or CD) 3. Reproduction of documents not P5.00/page plus P20.00/ mentioned in Item 2 above. corporation 4. Authentication of documents not P5.00/page plus P20.00/document mentioned in Item 2 above In addition to the Registration Fee, there shall be a Legal Research Fee equivalent to one percent (1%) of the Filing Fee but not less than Ten pesos (P10.00). All other circulars, rules, orders and issuances, or part thereof inconsistent with this Memorandum Circular are hereby repealed or modified accordingly. Mandaluyong City, Philippines. (SGD.) LILIA R. BAUTISTA Chairperson

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