The Securities and Exchange Commission (SEC) said it is simplifying the registration process for power generation companies and distribution utilities that tap the public for funding.
Under the new process, the SEC’s Markets and Securities Regulation Department (MSRD) shall complete the review of the power companies’ registration statement within 45 days from filing.
The company can then proceed to the public offering and sale of its security within 10 business days from the date of the effectivity of the registration statement, subject to the approval of the filing by the SEC Commission en bank and the MSRD issuing the permit to sell securities to the public.
The new guidelines cover power generation companies and distribution utilities that are mandated to offer and sell at least 15 percent of their shares to the public, as provided by the Electric Power Industry Reform Act of 2001, also known as EPIRA, (Republic Act 9136).
In issuing the guidelines, the SEC said the simplified procedure “supports the policy of the state to enhance the inflow of private capital and broaden the ownership base of the power generation, transmission and distribution sectors, as provided under the EPIRA Law.”
The SEC said to facilitate the timely processing of its registration statement, power companies shall secure all necessary clearances from the SEC’s various departments – Company Registration and Monitoring Department, Corporate Governance and Finance Department, Enforcement and Investor Protection Department, Office of the General Counsel, and Office of the General Accountant (OGA) – before filing its application with the MSRD.
“The pre-filing activities include the presentation to the OGA of the registrant’s financial statements for pre-evaluation in order to determine their basic compliance with the Revised SRC Rule 68 and the Philippine Financial Reporting Standards, to better facilitate the registration process,” the SEC said.
“After completing pre-filing activities, the registrant shall submit to the MSRD the pre-evaluation clearance form, prospectus of the offer and the various forms that is required under the guideline, as outlined in the SEC’s circular memorandum circular 4-2024 also called “Securing and Expanding Capital for PowerGen Operators and Wholesale Electricity and Retail Services (SEC POWERS).”
“The registrant shall send digital copies of the documentary requirements through email for the initial review. If the application is accepted for processing by the MSRD, the registrant shall submit two sets of the printed documents, and proceed with the registration process,” the SEC said.
The SEC said that SEC POWERS effectively allows power companies to issue share below the minimum public float requirement of 20 percent for listed companies.
The SEC said a power company tapping the public for fund may choose not to engage an underwriter its securities sale, provided that it has secured approval from the SEC by demonstrating that it has the ability to sell all or substantially all of its securities to the public.
“A power generation company or distribution utility company may also issue securities in tranches, to be offered on a continuous or delayed basis for a period not exceeding three years from the effective date of its initial shelf registration statement,” the SEC said.
