Regulatory Alerts2026-01-26
SEC Memorandum Circular No. 7, Series of 2026: Term Limit of Independent Directors
The Securities and Exchange Commission issued Memorandum Circular No. 7, Series of 2026, to establish a maximum cumulative term limit of nine years for independent directors of publicly-listed companies. The regulation mandates that this tenure is calculated based on Annual Stockholders' Meetings and imposes a perpetual bar on re-election as an independent director of the same company once the limit is reached. Non-compliance triggers a one million peso penalty and potential license revocation for repeat offenses, while existing incumbents are granted a transition period until the 2026 Annual Stockholders' Meeting.
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