THE Securities and Exchange Commission (SEC) is seeking public comments to various guidelines to expand fundraising and investment opportunities in the Philippine capital market, and to strengthen protection of investors and other financial consumers.
The corporate regulator released for public comment the proposed amendments, draft guidelines and rules on registrars of qualified institutional and individual buyers; crypto-asset service providers (SEC CASP Rules); Philippine green equity; definition of seasoned issuers and extension of shelf registration; and issuance and disclosure of Sukuk bonds.
On Dec. 18, 2024, the SEC issued the second exposure draft of the amendments to Rule 39.1.4 of Republic Act (RA) 8799, or the Securities Regulation Code (SRC). In the current rules, an authorized registrar shall establish its own internal procedures to guide its personnel in evaluating the qualification of applicants for qualified buyer status.
The amendments specify the requirements for the initiation and cessation of a qualified buyer’s function as a registrar, its responsibilities, and requirements to retain its registration, among others.
The proposed amendments will reinforce SEC’s authority to verify the procedures of authorized registrars in accrediting qualified buyers to ensure they maintain regulatory oversight and compliance with market regulators.
Crypto-asset service providers
On Dec. 20, 2024, the proposed SEC CASP Rules were released for public comment to enhance the oversight and supervision powers of the SEC over businesses that involve the offering and trading, as well as other activities of innovative financial products.
It takes into account the growth and development of new crypto-asset markets, services, and business models. The SEC is seeking to establish an affirmative legal framework to provide protection against consumer harms and systemic risks, and provide consumers the choice of engaging in crypto-asset activity with licensed and authorized intermediaries.
Philippine Green Equity
The draft guidelines for the Philippine Green Equity to complement sustainable debt instruments, as it expands the range of sustainable investment products in the market, were released on Dec. 26, 2024.
It seeks to promote companies that actively support green activities and initiatives in the transition into a net zero carbon economy.
The rule identifies and recognizes businesses aligned with environmental and sustainability objectives, which aims to direct capital flows toward enterprises that contribute to building a climate-resilient and low-carbon economy.
Seasoned issuers and extension of shelf registration
Also released on Dec. 26 were the proposed amendments to SRC Rule 3 and SRC Rule 8.1.2 covering the definition of seasoned issuer and enhanced shelf registration, respectively.
This is to update its definition to include a seasoned issuer, meaning, any issuer designated by the commission as having demonstrated its compliance with requirements on size, listing history, and track record.
The amendment also covers extension of shelf registration granted to seasoned issuers, allowing them to extend the offering period for additional tranches of securities beyond the original three-year period.
Issuance and disclosure of Sukuk bonds
Likewise released on Dec. 26, 2024 were the proposed guidelines on the issuance and disclosure of Sukuk bonds, or Islamic bonds, the most popular financial instrument in the Islamic capital market.
This is to boost the government’s agenda to promote the development of Islamic banking and finance in the country, create the opportunity for other Philippine issuers to access the Sukuk market in the future, and for international fundraising and investment activities generating significant cross-border flows globally.
The general public has until Jan. 10 (for qualified institutional and individual buyers), Jan. 18 (crypto-asset service providers), Jan. 25 (Philippine green equity), and Jan. 26, 2025 (seasoned issuers, shelf registration, and Sukuk bonds), to submit comments and suggestions.
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