The Securities and Exchange Commission issued Memorandum Circular No. 24, Series of 2026, requiring the use of the Online Application for Registration Statements (OARS) for covered securities-registration filings. The circular is dated 26 August 2026 and is part of the Commission’s continuing transition from manual submissions to digital regulatory review.

A registration statement concerns securities proposed to be offered or sold to the public. It is distinct from the primary registration of a corporation. Possession of a Certificate of Incorporation does not, by itself, authorize a company to conduct a public securities offering, and the availability of an exemption must be assessed from the transaction’s actual terms and intended offerees.

Applicants should assemble the required corporate approvals, financial statements, offering materials, ownership information, material contracts, risk disclosures, and supporting records before starting the electronic submission. Figures, names, dates, and representations should be consistent throughout the filing. Digital submission does not diminish the applicant’s legal responsibility for complete and accurate disclosure.

Companies should also allow time for portal validation, payment requirements, requests for clarification, and substantive review. An uploaded application should not be described as approved, and securities should not be marketed or offered on the assumption that filing alone permits the transaction.

The official circular is available on the SEC page for SEC Memorandum Circular No. 24, Series of 2026. For assistance concerning corporate registration and regulatory compliance, visit our Company Formation and Incorporation practice page or contact the firm. This article is for general information and does not determine whether a particular offering requires registration.