The Securities and Exchange Commission (SEC) has turned down a request from media titan GMA Network Inc. to push back its 2026 annual stockholders’ meeting by nearly seven months, strictly enforcing a policy that caps the tenure of independent directors.
GMA had petitioned to move its scheduled May 20 meeting to December 9, arguing that the network required additional time to evaluate the implications of SEC Memorandum Circular No. 7. The regulation imposes a strict nine-year lifetime limit on the tenure of independent directors, applying retroactively to those currently in office.
However, regulatory officials swiftly denied the broadcast giant’s request on March 31, asserting that the company failed to present valid grounds for such a lengthy postponement.
The corporate watchdog emphasized that under the Revised Corporation Code, any rescheduling of a stockholders’ meeting must be confined to a maximum of 60 days from the original date.
Seeking to reverse the decision, GMA filed a motion for reconsideration on April 7. The SEC firmly stood its ground, officially junking the appeal in a resolution issued on May 4.
The stricter enforcement of the circular directly impacts GMA’s corporate board structure, forcing the replacement of long-serving independent directors, including former Chief Justice Artemio Panganiban and former Bangko Sentral ng Pilipinas Governor Jaime Laya, who have both held their seats since 2007.
The media network contended that the sudden implementation of the policy gives firms insufficient time to properly vet qualified replacements, potentially leading to hurried and uncalculated changes in corporate leadership.
On the other hand, the SEC maintained that enforcing the term limits is crucial to refreshing the boards of publicly listed entities and elevating overall standards of corporate governance.