Publication of notices on corporate actions
Publication of notices regarding certain corporate actions
(SEC Memorandum Circular 1-08, Jan 25, 2008)
The Securities and Exchange Commission (SEC) reiterates that under the laws, there are requirements for newspaper publication of notices regarding certain corporate actions imbued with public interest or which may affect certain sectors of the public, such as issuance of securities, public offering of stocks, material changes in registration statements, mergers, decrease of capital stock, dissolution, or withdrawal of license.
The mode of publication should accomplish the objective of informing the concerned public to enable them to submit comments or file oppositions. The SEC can order a re-publication if it deems that the publication requirement was not met. The company has the burden of proving satisfactory compliance with the requirement.
For this purpose, the SEC prescribes the following guidelines in the selection of the newspaper:
- The newspaper should have a bona fide list of subscribers and should be published regularly, preferably five times a week.
- It should not be a publication primarily for the interest or entertainment of a specific sector.
- The notice should likely be read by the interested parties.
Attached is a copy of the circular for your reference and a printable version of this alert.
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