Beneficial owner.

The Securities and Exchange Commission issued in its meeting on July 9, 2019, SEC Memorandum Circular 15-2019 which amends SEC MC 17-2018 revising the General Information Sheet (GIS) to include beneficial ownership information, pursuant to the provisions of the Revised Corporation Code of the Philippines, as well as the implementation of the anti-money laundering law and the Terrorist Financing Prevention and Suppression Act. The MC 15 shall apply to all SEC registered stock and nonstock domestic corporations required to submit the General Information Sheet under existing laws, rules and regulation.

Highlights of the circular include the following:

1. Under Section 2 of MC 15, 'Beneficial Owner' refers to any natural person(s) who ultimately own(s) or control(s) or exercise(s) ultimate effective control over the corporation. This definition covers the natural person(s) who actually own or control the corporation as distinguished from the 'legal owners' as defined herein. Such beneficial ownership may be determined on the basis of the following:

   'Category

   a.Natural person(s) owning, directly or indirectly or through a chain of ownership, at least 25 percent of the voting rights, voting shares or capital of the reporting corporation. This is without prejudice to ownership thresholds that may be imposed by other regulators.

   b.Natural person(s) who exercise control over the reporting corporation, alone or together with others, through any contract, understanding, relationship, intermediary or tiered entity.

   c. Natural person(s) having the ability to elect a majority of the board of directors/trustees, or any similar body, of the corporation.

   d.Natural person(s) having the ability to exert a dominant influence over the management or policies of the corporation.

   e.Natural person(s) whose directions, instructions or wishes in conducting the affairs of the corporation are carried out by majority of the members of the board of directors of such corporation who are accustomed or under an obligation to act in accordance with such person's directions, instructions or wishes.

   f. Natural person(s) acting as stewards of the properties of corporations, where such properties are under the care or administration of said natural person(s).

   g.Natural person(s) who actually own or control the reporting corporation through nominee shareholders or nominee directors acting for or on behalf of such natural person(s).

   h.Natural person(s) ultimately owning or...