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The Securities Regulation

Code
Republic Act No. 8799
Chapter 1
TITLE AND DEFINITIONS

Section 1 Section 2
Title Declaration of State Policy

 This shall be known as  Socially conscious  Promote development of the


 Free market that regulates capital market
"The Securities  Protect investors
itself
Regulation Code"  Encourage the widest  Ensure full and fair disclosure
participation of ownership in about securities
enterprises  Minimize, if not totally eliminate
 Enhance the democratization insider trading and other
of wealth fraudulent or manipulative devices
and practices which create
distortions in the free market.
Section 3
Definition of Terms

Securities Issuer Broker Dealer

Shares, participation or
Originator, maker, Person engaged in the Many person who
interests in a corporation or
obligor, or creator of business of buying and buys sells securities
in a commercial enterprise or
the security. selling securities for for his/her own
profit-making venture and
the account of others account in the ordinary
evidenced by a certificate,
course of business.
contract, instruments,
whether written or electronic
in character. 
Section 3
Definition of Terms

Associated person of a Clearing Agency Exchange Insider


broker or dealer
-the issuer, director/officer, person controlling
Organized market the issuer
An employee therefor Any person who acts
whom, directly as intermediary in place or facility that
brings together buyers - gives or gave him access to material info.
exercises control of making deliveries About the issuer or the security that is not
supervisory authority, upon payment effect and sellers and
executes trade of generally available to the public
but does not include a settlement in securities
salesman, or an agent transactions. securities and/or
commodities. - a government employee, director, or officer
or a person whose of an exchange, etc.
functions are solely
clerical o ministerial. - person who learns such info. By a
communication from any forgoing insiders.
Section 3
Definition of Terms

Pre-need plans Promoter Prospectus Registration Statement

Are contracts which provide for A person who, acting alone or The document made by or an
Application for the
the performance of future with others, takes initiative in behalf of an issuer,
registration of securities
services of or the payment of founding and organizing the underwriter or dealer to sell or
required to be filed with the
future monetary considerations business or enterprise of the offer securities for sale to the
at the time actual need... issuer and receives SEC.
public through registration
consideration therefor. statement filed with the
Commission.
Section 3
Definition of Terms

Salesman Uncertificated Security Underwriter

A natural person, Person who guarantees on a


A security evidenced by
employed as such as an firm commitment and/or
electronic or similar
agent, by a dealer, issuer declared best effort basis the
records.
or broker to buy and sell distribution and sale of
securities. securities of any kind by
another company.
Chapter II
Securities and Exchange
Commission
02.
Chairperson
01.
Section 4 Chief executive officer of
Commissioners the Commission.
Administrative Agency Must be natural-born citizen of the
Philippines
Chairperson- at least 40 years of age
Commissioners- at least 35 years of age
04.
SEC, as a collegial body,
composed of a chairperson and (4)
Good moral character, unquestionable
integrity, known probity and patriotism
Meetings
Commissioners, appointed by the Recognized competence in social and At least once a week or as often
economic disciplines as may be necessary upon the
President for a term of 7 years
call of the Chairperson or upon
each and wh shall serves as such the request of 3
until their successor shall have Commissioners. 
been appointed and qualified. 
05.
03.
Salary of Chairperson Delegation
and Commissioners For purposes of efficiency, any of its
function to any department of office of
Fixed by the President of the the Commission, except authority, power
Philippines to adopt, alter and supplement any rule or
regulation.
Section 5. Powers and Functions of
the Commission

Have jurisdiction and supervision over all Approve, reject, suspend, revoke or require
corporations, partnership or associations who are amendments to registration statements, and
the grantees of primary franchises and/or a registration and licensing applications
license or a permit issued by the Government

Formulate policies and recommendations on Regulate, investigate or supervise the activities


issues concerning the securities market of persons to ensure compliance
Section 5. Powers and Functions of
the Commission
Prepare, approve, amend or repeal rules,
regulations and orders, and issue opinions and
Supervise, monitor, suspend or take over the provide guidance on and supervise compliance
activities of exchanges, clearing agencies and with such rules
other SROs

Enlist the aid and support of and/or deputized any


and all enforcement agencies of the Government,
Impose sanctions for the violation of laws and civil or military as well as any private institution,
rules, regulations and orders, and issued pursuant corporation, firm, association or person in the
thereto; implementation of its powers and function
Section 5. Powers and Functions of the
Commission

Issue cease and desist orders to prevent fraud or Compel the officers of any registered corporation
injury to the investing public or association to call meetings of stockholders or
members

Punish for the contempt of the Commission, both Issue subpoena duces tecum and summon
direct and indirect witnesses 

Suspend or revoke, after proper notice and hearing Exercise such other powers as may be provided
the franchise or certificate of registration of by law as well as those which may be implied
corporations, partnership or associations, upon any from,...
grounds provided by law
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