PHILIPPINES Law and Practice Contributed by: Patricia A O Bunye and Rafael Raymundo A Evangelista, Cruz Marcelo & Tenefrancia
2.7 ESG Guidelines and Regulations The Philippine Securities and Exchange Commission (SEC) requires Publicly Listed Companies (PLCs) and Large Non-Listed Entities (LNLs) to submit sustain - ability reports (SRs) disclosing material information gathered after undergoing a materiality assessment process. The material information may constitute data relating to: • economic impacts, such as employee wages and benefits, community investments and procurement practices; • environmental impacts, such as energy and water consumption, materials used, operational sites near protected areas and areas of high biodiversity value outside protected areas, air emissions and solid and hazardous wastes; and • social impacts, such as employee benefits, equal opportunities at the workplace, and customer pri - vacy and data security. The SEC plans to release revised SR Guidelines, where PLCs are mandated to submit a Sustainability Report Form (the “SuRe Form”). The form covers three major sections: first is the Sustainability and Climate- related Opportunities and Risks Exposures, where the PLC rates the impact of climate and sustaina - bility-related risks to its business model; second is the Cross-Industry Standard Metrics, where the PLC discloses its metrics and targets for physical, transi - tion and sustainability risks; and third is the Industry- Specific Metrics, guidelines for which the SEC has yet to release. The SuRe Form must be submitted annually through the Electronic Filing and Submission Tool System of the SEC. Failure to submit will result in a reprimand for the first offence, followed by fines ranging from PHP50,000 to PHP1 million for subsequent offences. The SuRe Form seeks to enhance the standard of sustainability reporting and uphold the uniformity of non-financial information submitted by PLCs. On 24 October 2025, the SEC released a draft Memo - randum Circular on the Adoption of Philippine Finan - cial Reporting Standards on Sustainability Disclosures
that may no longer be exclusively occupied by ICCs/ IPs but to which they traditionally had access for their subsistence and traditional activities. Therefore, before any issuance, renewal or grant of any concession, licence or lease, or before entering into any mineral agreement with the government, an appli - cant must obtain a Certificate of Non-Overlap (CNO) or a Certification Precondition (CP) from the National Commission on Indigenous Peoples (NCIP), which is the main agency tasked with enforcing the provisions of the IPRA. The CNO attests to the fact that the area affected does not overlap with any ancestral domain, while the CP attests to the grant of FPIC by the ICCs/ IPs concerned. FPIC means the consensus of all members of the ICCs/IPs to be determined in accordance with their respective customary laws and practices, free from any external manipulation, interference and coer - cion, and obtained after fully disclosing the intent and scope of the activity, in a language and process understandable to the community. It is manifested through a Memorandum of Agreement containing the relevant terms and conditions, including the benefits to be received by the ICCs/IPs. The amount of royalty payment of not less than 1% of the gross output is subject to the agreement of the contractor and the ICCs. The royalty shall be kept in trust for the socio- economic wellbeing of the ICCs. If a project proceeds without complying with the requirements of the IPRA for CP and securing of their FPIC, the IPRA provides that the NCIP, motu proprio or at the instance of the ICCs/IPs, shall have the right to stop and suspend the project. 2.6 Community Development Agreement for Mining Projects Community development agreements are not manda - tory. However, investors are required to prepare an SDMP and to implement a CDP in connection with the project for the benefit of the local communities. The CDP shall be developed in consultation and in partnership with the host communities.
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