Many business people or entrepreneurs are not deterred by the current economic malaise that is affecting many countries. Many are still starting businesses and creating new corporations. So, for the brave few, here’s a guide on registering a corporation with the Securities and Exchange Commission (SEC). [Note, 2019: For the updated requirements and procedure, see How to Register a Corporation in the Philippines.]
1. Verify and reserve the proposed corporate name. You could do this the hard way, at the SEC Verification Unit, located at the SEC Building, EDSA, Greenhills, Mandaluyong City (right across the Philippine Overseas Employment Administration [POEA] and the EDSA Shrine). Verification and reservation used to be more convenient — through the SEC-iRegister, a 24-7 portal. This system is currently not available.
2. Prepare the Articles of Incorporation and By-laws. Blank forms are also available from the Company Registration and Monitoring Department (CRMD). The drafting of the Articles of Incorporation and the By-laws, as well as the other requirements, could also be done by your lawyer.
3. Deposit the minimum paid-up capital in the bank. Banks usually require a resolution by the incorporators authorizing the Treasurer to open a bank account and transact with the bank. Get the bank certificate of deposit, as this is one of the documents that you have to submit to the SEC.
4. Prepare the: (i) Treasurer’s Affidavit/Authority to Verify Bank Account; (ii) Written Undertaking to Change Corporate Name by any Incorporator or Director, Trustee, Partner; and (iii) Registration Data Sheet.
5. File the complete documents with the CRMD, upon payment of the requisite filing fees.
Please note that for certain corporations, an endorsement from other government agencies is required, depending on the purposes of the corporation. For instance, a proposed bank, pawnshop or other financial intermediaries with quasi-banking functions must secure an endorsement from the Bangko Sentral ng Pilipinas (BSP). Certain businesses must also secure endorsements from other agencies, like the Department of Social Welfare and Development (DSWD), Department of Education (DEpED), Technical Education Skills and Development Authority (TESDA), Department of Energy (DOE), Department of Health (DOH), Insurance Commission, National Telecommunication Commission (NTC), Philippine Overseas Employment Administration (POEA), Philippine National Police (PNP), Maritime Industry Authority (MARINA), or the Department of National Defense (DND).
Please also note that there are differences in the registration requirements between Stock Corporations and Non-Stock Corporations. The requirements are also different when it comes to Partnerships, which are still under the jurisdiction of the SEC.
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i am interested in this portion:
“Deposit the minimum paid-up capital in the bank. Banks usually require a resolution by the incorporators authorizing the Treasurer to open a bank account and transact with the bank. Get the bank certificate of deposit, as this is one of the documents that you have to submit to the SEC.
“Prepare the: (i) Treasurer’s Affidavit/Authority to Verify Bank Account”
am i correct in stating that the treasurer opens a “treasurer-in-trust-for-account” (TITF) at the inception of incorporation, but cannot withdraw therefrom, exept as he may be authorized in a valid baord resolution, and until incorporation, in an amount which will not diminish the required paid-up-capital? can the treasurer close the account without board resolution? can the treasurer request for statement of account of the TITF account, on his own?
Hi Sir
I would like to enquire what is the minimum requirement for paid up if we were to register a 100% foreign oen company in Philippines doing domestic trade
Thank you
How to register corporate stock! Please send more information on process: Register corporate stock with (SEC).
good day. i would like to ask the procedure on how to apply for a SEC registration for our local chapter organization (non stock non profit). we belong to a local dental chapter. thank you
Good day po. i would like to ask the procedure and requirements on how to renew our church SEC registration. I’m from Batangas, and it would be more convenient if I go there with documents already. thank you.
Good Day!
gusto ko lang po malaman yun reqirements para sa pagrenew ng security deposit.
regards.
Would setting up a holding company for the properties inherited be advisable? what are the pros and cons of such company?
thank you
Hi I woud like to withdraw the money that we placed as a paid up capital… can SEC verify which bank it was placed? Thanks!