Business RegistrationHow to Register a Business With the SEC in the Philippines

March 4, 2024
Home » How to Register a Business With the SEC in the Philippines

In the Philippines, incorporating a business as a corporation is a preferred choice among entrepreneurs, offering an elevated level of security for its shareholders and proprietors. This guide aims to delineate the procedural intricacies of registering a stock corporation with the Securities and Exchange Commission (SEC), encompassing aspects from name reservation to the submission of requisite documents and subsequent steps following the acquisition of the certificate of registration.

SEC Registration in the Philippines: A Detailed Overview

The SEC oversees the corporate sector, market participants in the capital domain, and the securities and investment instruments market, with a core focus on safeguarding the interests of the investing public. This encompasses the regulation of domestic and international investors seeking to establish corporations, partnerships, or associations within the nation.

The SEC’s regulatory purview extends over various business entities, including but not limited to:

  • Stock Corporations: Predominantly, domestic corporations form the bulk of entities registered under the SEC. This category also includes One Person Corporations (OPCs), a relatively new addition.
  • Foreign Corporations: Including Branch Offices, Representative Offices, Regional Headquarters (RHQ), and Regional Operating Headquarters (ROHQ).
  • Non-Stock Corporations: Non-Governmental Organizations (NGOs), Foundations, Associations, and Religious Organizations.
  • Partnerships: Both General and Limited Partnerships fall under this category.

Entities not fitting within these classifications generally fall under the jurisdiction of the Department of Trade and Industry (DTI), which focuses on empowering micro, small, and medium enterprises (MSMEs).

Requirements for SEC Registration:

The documentation required for SEC registration varies by the industry or business nature. Generally, the following documents are essential:

  • Articles of Incorporation
  • By-laws
  • Registration Data Sheet
  • Cover Sheet
  • Joint Affidavit of Undertaking to Change Name
  • Endorsements/Clearances from other government agencies, if applicable

These documents must be printed in A4 size, signed by the incorporators, and notarized. Notably, the Treasurer’s Affidavit and Bank Certificate are primarily requisite for foundations.

Additional Considerations

Before registration, it is crucial to address several considerations to ensure a seamless process:

  1. Commercial Address: Unlike a residential address, a commercial address is required. In uncertain cases, utilizing a virtual office address can circumvent potential issues.
  2. Company Officers and Their Roles: Essential roles include President, Chairman of the Board of Directors, Treasurer, and Corporate Secretary. Specific roles cannot be held concurrently by the same individual. Notably, the President cannot also serve as Treasurer or Corporate Secretary.

Process to Register a Stock Corporation With the SEC

  1. SEC Name Reservation: Begin the process by reserving a company name through the SEC website.
  2. Document Preparation: Following name reservation, prepare and notarize the required documents, ensuring the use of a commercial address to avoid potential complications.
  3. Submission and Payment: Submit the notarized documents to an SEC satellite office and complete the necessary payment.
  4. SEC Certificate of Registration: Upon successful application, you will receive the SEC certificate of registration, signifying the reservation of your business name with the SEC, which is a precursor to legal operation.

Post-Registration Considerations

After obtaining the SEC certificate, it is imperative to complete the entire registration process, including compliance with BIR requirements and local permits. It is also essential to note the corporation’s lifespan, stock transaction records, and the submission of annual financial statements (AFS) and general information sheets (GIS) within specified timelines.

Is Assistance Available?

Yes, we are here to help. Efficiency, cost-effectiveness, and saving time are paramount considerations during application processes, business registrations, and fulfilling other formalities. Triple i Consulting is the first firm in the Philippines accredited with ISO 9001:2008 for offering company and business registration services.

Should you require company incorporation or business registration assistance, we are here to assist you!

For a complimentary initial consultation with one of our specialists in registration, please reach out to us through any of the methods listed below:

Delegate the complexities of business registration to us, allowing you to concentrate on your primary business goals.