Compromise Penalties for Non-Filing/Late Filing of Reportorial Requirements by Corporations Under the Terms and Conditions of Their Permit to Sell Securities to The Public.

December 21, 1993 SEC-SMD * MEMORANDUM CIRCULAR NO. 05-93 SUBJECT : Compromise Penalties for Non-Filing/Late Filing of Reportorial Requirements by Corporations Under the Terms and Conditions of Their Permit to Sell Securities to The Public. Pursuant to the powers of the Securities and Exchange Commission under the Revised Securities Act, P.D. 902-A, the Corporation Code and other applicable laws enforced by the Commission, in order to comply with the Registration Statement, in the interest of full disclosure and for the protection of the investors, corporations which have defaulted in the submission of required reports under the terms and conditions of their permit to sell securities to the public shall be allowed to pay the compromise penalties until April 30, 1994 under this Circular. SECTION 1. Scope . This Circular shall apply to corporations whose securities are registered under the Revised Securities Act, except issuers/brokers/dealers in pre-need plans, commodity futures, commercial papers, bonds, warrants, asset back securities, investment companies and those whose securities are listed/traded in the stock exchanges and shall cover all reportorial requirements under the terms and conditions of registrant's permit to sell securities to the public. SECTION 2. Document(s) Required . Corporations which will avail of the compromise penalty shall submit updated reports prescribed by the Commission covering the following: 1. General Information Sheets and Audited Financial Statements 2. Quarterly Report on: Deposits and Withdrawal Utilization of funds Progress of operations 3. List of directors/officers elected the ensuing year, including citizenship, residence; 3 copies of annual report. 4. Monthly Report on shares sold and percentage ownership by nationality; letter of advice where no sale took place over the period. 5. Annual Verification Report from the Bureau of Mines & Geosciences. 6. Monthly report on deposits/withdrawals of proceeds from the sale of securities (to be filed by the custodian bank). cdlex 7. Quarterly Report on activities in project area, to be submitted to SEC, copy furnished the Board of Energy Development. SECTION 3. Penalties . The compromise penalties shall be a basic fine of P200.00 per report but in no case shall the aggregate penalty exceed Ten Thousand (P10,000.00) Pesos. SECTION 4. Effect of Failure to Avail of the Compromise Penalties . Corporations which shall fail to avail of the aforementioned compromise penalty on or before April 30, 1994 shall be subject to fines presently prescribed or suspension/revocation of the certificate of registration and/or permit to sell securities, whenever applicable. SECTION 5. Effectivity . This Circular shall take effect immediately. (SGD.) ROSARIO N. LOPEZ Chairman