20/01/2026
The Securities and Exchange Commission has issued Memorandum Circular (MC) No. 4, Series of 2026, revising the audit requirements for corporations in an effort to reduce compliance costs for smaller entities.
Highlights of the New Rules
⭐️ Revised Audit Coverage: Only stock and non-stock corporations whose total assets or total liabilities exceed ₱3,000,000 are now required to submit audited financial statements.
⭐️Audit Relief for Small Corporations: Corporations with assets or liabilities of ₱3,000,000 or less are exempt from the audit requirement.
⭐️Alternative Compliance: Instead of audited financial statements, exempt corporations must file unaudited financial statements together with a Statement of Management’s Responsibility (SMR), duly signed and sworn to.
⭐️Required Signatories:
For regular corporations, the SMR must be executed by the Chairman of the Board, President or CEO, and Treasurer or CFO.
For One Person Corporations (OPCs), the SMR must be signed by the President and the Treasurer.
⭐️ Management Accountability: The officers who sign the SMR are deemed to have full responsibility for the accuracy and completeness of the financial statements.
⭐️ Effectivity: The ₱3,000,000 threshold applies to financial statements for fiscal years ending on or after December 31, 2025.
⭐️Entities Not Covered by the Exemption: The audit exemption does not apply to Public Interest Entities (PIEs), corporations classified under Groups A, B, or C, or those otherwise determined to be vested with public interest, all of which remain required to submit audited financial statements regardless of size.
Source: SEC Website