SECTION 8.1 of Republic Act 8799, or the 'Securities and Regulation Code (SRC)' clearly states that securities should not be sold or offered for sale or distribution in the Philippines without a registration statement duly filed with and approved by the Securities and Exchange Commission (SEC).

Prior to such sale, information on the securities should also be made available to each prospective buyer. The purpose of this provision is to afford the public protection from investing in worthless securities, the Supreme Court explained in Herbosa v. CJH Development Corp., GR 210316, Nov. 28, 2016.