The more recent searches here at the Pinoy Entrepreneurs relate to the guide on how to register a corporation with the Securities and Exchange Commission (SEC) of the Philippines (we just have to mention the Philippines because there’s also a SEC in the United States). What we have so far is a guide on the registration of business names, so let’s have a guide on how to register a corporation with the SEC.
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). If you want to make your life a bit easier, you could do the verification and registration online, through the SEC-iRegister, a 24-7 portal. After paying the reservation fee, you will get a Name Verification Slip, which is submitted together with the other requirements.
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, 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 under the jurisdiction of the SEC. The registration guide for Non-Stock Corporations and Partnerships will be discussed in subsequent posts.
Related posts:
- How to Register your Business Name
- Foreign Exchange (FOREX) Trading
- Choosing the Form of Business: Sole Proprietorship, Partnership, Corporation
- No Return, No Exchange Policy of Stores is Not Allowed
- Liability of Incorporators of a Corporation
- Fighting Red Tape; Safety of Your Money in Banks
- Form for GIS and Fixing the Principal Place of Business
August 22nd, 2010 at 11:36 am
Daniel, it’s usually the General Information Sheet (GIS) and the audited Financial Statement (FS), both of which must be submitted annually. We’ve discussed some of the requirements in this blog (and will probably discuss other requirements in the days to come). There’s a GIS form with the SEC. The FS should be prepared by a certified and accredited Accountant (SEC has a separate accreditation process). Please drop by from time to time (and please remind me if I forget). Good luck in your business.
May 19th, 2011 at 9:40 pm
Sir, magkano po ang minimum paid-up capital for online english tutorial business? halimbawa, corporation siya. saka ano po ang endorsing agency for this kind of business? bale short-term course lang po siya for japanese.
Thanks po.
July 5th, 2011 at 1:47 pm
To start the process of incorporation, Philippines has two distinct forms of business ownership. There is the sole proprietorship business and in order to get this going, you will have to apply for a business name and register at the Department of Trade and Industry (DTI). The other form is a partnership, which will require you to come up with 3,000 Philippine pesos or more in capital. After getting this done, you must register with the SEC (Securities and Exchange Commission). Moving along in the process, you will find that there is a lot more involved when you decide to open a business in Philippines. Once your business is established under the Corporation Code and SEC registered, you will need to get five incorporators together. These five individuals you get should own share of the corporation and have 5,000 pesos in minimum paid-up capital.
July 6th, 2011 at 8:47 am
Incorporation more properly refers to the creation of a corporation, which is another form of business. While a partnership is also registered with the SEC, it is separate from a corporation. Kindly refer to this related post:
http://pinoy-business.com/corporate/116
July 21st, 2011 at 11:59 am
Endorsement from other government agencies are required by the SEC since some of the activities of the proposed company may be within the regulatory functions of other government agencies. In addition to the specific documentary requirements of SEC, these government agencies may require you to comply with their specific rules in setting up a company with activities within their regulatory functions.