Philippine SEC Removes Legal Opinion Requirement for Securities Law Exemption - 26 Mar 2010

 

We had worked with the SEC over the last few
years to devise a form of opinion that would be acceptable to the SEC
but also one that U.S. law firms would be willing to issue, as the
initial form of opinion set out by the SEC was not realistic or feasible
for U.S. issuers and their counsel. 

 

We finally reached a resolution that was
workable, but the legal opinion requirement still placed an unnecessary
burden on U.S. issuers. 

 

On Friday, March 26, in a conference our
Manila office had with the Director of the SEC Corporation Finance
Department ("SEC CFD"), we were informed that the Philippine SEC has
resolved to remove the legal opinion requirement as a condition of the
Section 10.2 exemption.  All the other requirements for
this exemption will continue to apply.

 

The Director of the SEC CFD will be
disseminating this information to other Philippine law firms who
regularly deal with the SEC over the next two weeks.

 

 

ursuant to requirements
related to practice before the Internal Revenue Service, any tax advice
contained in this communication (including any attachments) is not
intended to be used, and cannot be used, for purposes of (i) avoiding
penalties imposed under the United States Internal Revenue Code or (ii)
promoting, marketing or recommending to another person any tax-related
matter.

 

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