SEC Memorandum Circular No. 7 (2025) and the Mandated Timelines for Application Processing
The mandate for efficient and streamlined government service delivery in the Philippines is anchored in Republic Act No. 11032, otherwise known as the Ease of Doing Business and Efficient Government Service Delivery Act of 2018. This legislation declares the State’s policy to promote accountability, integrity, and efficient turnaround of government services by adopting simplified requirements and procedures to expedite business and nonbusiness related transactions (Republic Act No. 11032; Section 2). Furthermore, the Act explicitly applies to all government offices and agencies, including government-owned or controlled corporations and instrumentalities, that provide services covering both business and nonbusiness related transactions (Republic Act No. 11032; Section 3).
In compliance with this legal framework, the Securities and Exchange Commission (SEC) issued SEC Memorandum Circular No. 7, Series of 2025 (SEC MC 7), affirming the Commission’s commitment to the principles of ease of doing business. This Memorandum Circular operationalizes the regulatory timelines set forth in the underlying statute, thereby standardizing the time consumed for processing various applications submitted to the Commission (Republic Act No. 11032; Section 4(j)).
Statutory Mandates on Processing Timelines
Republic Act No. 11032 establishes clear, maximum processing times for government transactions, contingent upon their classification as simple, complex, or highly technical.
Definition and Applicable Periods
- Simple Transactions: These are applications or requests requiring only ministerial actions or presenting inconsequential issues for resolution by a public officer or employee (Republic Act No. 11032; Section 4(m)). The prescribed processing time for simple transactions shall not be longer than three (3) working days from the date the complete application or request and payment of fees were received (Republic Act No. 11032; Section 9(b)(1)).
- Complex Transactions: These applications or requests necessitate evaluation in the resolution of complicated issues by an officer or employee (Republic Act No. 11032; Section 4(d)). The maximum processing time for complex transactions is seven (7) working days from the date of receipt of the complete application or request (Republic Act No. 11032; Section 9(b)(1)).
- Highly Technical Applications and Sensitive Activities: For applications involving activities which pose danger to public health, public safety, public morals, public policy, and those categorized as highly technical applications (requiring specialized skills or technical knowledge in evaluation), the processing time shall in no case be longer than twenty (20) working days, or a shorter period as determined by the concerned government agency (Republic Act No. 11032; Section 9(b)(1); Section 4(g)).
Extension and Non-Compliance
The maximum time limits prescribed by the law may be extended only once for the same number of days, provided the office or agency notifies the applicant in writing of the reason for the extension and the final release date prior to the lapse of the original processing time (Republic Act No. 11032; Section 9(b)(1)).
Crucially, the law establishes the mechanism of automatic approval or automatic extension for licenses, clearances, permits, certifications, or authorizations (Republic Act No. 11032; Section 10). If a government office or agency, including the SEC, fails to approve or disapprove an original application within the prescribed processing time, the application or request shall be deemed approved, provided that all required documents were submitted and all necessary fees were paid (Republic Act No. 11032; Section 10). For renewals subject to the processing time, failure to act results in the license or permit being automatically extended (Republic Act No. 11032; Section 10).
Scope of Transactions Covered by SEC Memorandum Circular No. 7
SEC Memorandum Circular No. 7, Series of 2025, affirms the SEC’s adherence to the statutory timelines by outlining key transactions handled by various departments and offices within the Commission. These transactions encompass a broad range of regulatory functions vital to corporate operations and capital markets.
Within the CRMD/Extension Offices, covered transactions include, but are not limited to, the Petition to Lift an Order of Revocation/Suspension, the Filing of Verified Complaints and Petitions (depending on the number of concerned parties), and the Primary Registration and Secondary License for Lending and Financing Companies facilitated through the Electronic Simplified Processing of Application for Registration of Company (ESPARC). Furthermore, the Licensing of Foreign Corporations through the ESPARC system, specifically for Foreign Branch and Representative Offices under the FIA, falls under the scope of streamlined services.
Transactions handled by the Office of the General Counsel (OGC) include the Filing of Petition for Calling of Meeting and Election of Officers, the Filing of Petition for Voluntary Dissolution with Affected Creditors, and the filing of an Appeal Memorandum, alongside Requests for Legal Opinion.
The Circular also covers key functions related to market integrity and development:
- Capital Market and Government Finance Department (CGFD): Transactions covered involve the Petition for Voluntary Registration, Amendment of Registration Statement, the Registration of Securities and Licensing of Investment Companies, and Requests for Exemptive Relief under Section 72.1. of the Code.
- Financing and Lending Division (FinLenD): This division handles specialized requests such as the Clearance for Financing and Lending Companies with a Disclosed Online Lending Platform/Application under MC 19, series of 2019, and Applications for Amendment of Business Plans for such entities.
- Facilitation and Anti-Money Laundering Department (FAAD): This department addresses procedures for Merger/Consolidation, including specific processes for banks .
- Market Supervision and Research Department (MSRD): Relevant transactions include the Petition for Voluntary Revocation of Order of Registration and Permit to Offer Securities for Sale, and Applications for Over-the-Counter Market/ Central Trade Reporting System/ Association of Securities Brokers and Dealers, including Requests for Exemptive Relief under Section 72.1. of the Code.
Processing Time Under SEC Memorandum Circular No. 7
SEC Memorandum Circular No. 7 provides for the processing time of transactions before its office as follows:
| Type of Transaction | Description | Processing Time |
| Simple Transactions | Routine applications with minimal discretion | 3 working days |
| Complex Transactions | Applications requiring evaluation or coordination | 7 working days |
| Highly Technical | Involving financial/legal review or multiple clearances | 20 working days |
| Governed by Special Law | Specific transactions defined by law, other than the EODB Act, to be processed within a certain number of days | As specified in the law and/or the SEC Citizen’s Charter |
Accountability and Regulatory Compliance
The foundational requirement underpinning the SEC’s adherence to these timelines is the establishment of a comprehensive and updated Citizen’s Charter. (Republic Act No. 11032; Section 6). This charter must detail the maximum time to conclude each process, the exact procedure, the requirements, and the person responsible for each step (Republic Act No. 11032; Section 17(d)).
The failure of SEC officials or employees to render government services within the prescribed processing time without due cause constitutes a violation of the Act (Republic Act No. 11032; Section 21(e)). Violations of these provisions carry significant liabilities, commencing with administrative liability and six (6) months suspension for the first offense, and escalating to dismissal from service, perpetual disqualification from holding public office, forfeiture of retirement benefits, and imprisonment for the second offense (Republic Act No. 11032; Section 22(a), 22(b)).
The commitment demonstrated through SEC Memorandum Circular No. 7, Series of 2025, reflects the necessity for the SEC, as a crucial regulatory agency, to align its operational practices with the efficiency standards mandated by Republic Act No. 11032, ensuring a predictable and timely environment for business transactions.
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