Regulatory Alerts2026-01-20
SEC Memorandum Circular No. 5 Series of 2026: Amendments to Rule 39.1.4 Governing Registrars of Qualified Buyers
The Securities and Exchange Commission of the Philippines issued this memorandum to amend Rule 39.1.4 of the 2015 Implementing Rules and Regulations of the Securities Regulation Code, thereby standardizing the regulatory framework for entities acting as Registrars of Qualified Buyers. The amendments establish detailed requirements for the authorization, internal procedures, and ongoing responsibilities of Registrars, including mandatory annual verification of Qualified Buyers' continued eligibility and the issuance of permanent identification numbers. Furthermore, the rules create a Central and Inter-Registrar Registry to facilitate the mutual reliance on QB registrations while enforcing strict confidentiality and reporting obligations to ensure uniform investor protection and market integrity.