BUSINESS REGISTRATION PROCESS

MANUAL
 I. What laws govern the registration of corporations and partnerships at the SEC?

a. Corporation Code of the Philippines

b. Civil Code (Partnerships)
c. Securities Regulation Code (R.A. 8799)
d. P.D. 902-A as Amended

II. Where do I go if I want to incorporate a corporation or partnership?

Go to the SEC Company Registration and Monitoring Department (CRMD) :

Direct
Line/Fax Local/Ext. Office Address
No.

Office of the Director 818-5811 212 G/F Secretariat Building

Gerardo F. Del Rosario
Director (as of 2019) PICC Complex, Roxas Boulevard
gfdelrosario@sec.gov.ph 818- Pasay City, 1307
5319FAX

Satellite Office - ALI MALL CUBAO 364-2679 4th Flr. Government Center,
Alimall,
Araneta Center, Quezon City

Satellite Office - SM MANILA 714-3504 5th Flr. Gov't Service Express

Center
SM City, Manila

Satellite Office - Robinson's Galleria 696-9493 4th Level, West Wing,

Robinson's Galleria,
Ortigas Center, Pasig City

Satellite Office - SM City North EDSA 372-6229 Government Service Express

Center
Lower Ground, The Annex
SM City North EDSA

Satellite Office - Muntinlupa Government Center

City Hall of Muntinlupa
National Road, Putatan
Muntinlupa City
Satellite Office - Mall of Asia 851-4855 Government Service Express,
LEvel 2 North Arcade,
SM Mall of Asia
Pasay City

Corporate and Partnership 818-9225 219 G/F Secretariat Building

Registration Division 818-0763 294 PICC Complex, Roxas Boulevard
Sampaguita R. Ladrido 818-2202 Pasay City, 1307
Assistant Director (as of 2019)
srladrido@sec.gov.ph

Compliance and Monitoring 818-2886 295 G/F Secretariat Building

Division 240 PICC Complex, Roxas Boulevard
Kenneth Joy A. Quimio Pasay City, 1307
Assistant Director (as of 2019)
kjaquimio@sec.gov.ph
Public Assistance Unit 818-5554 G/F Secretariat Building
PICC Complex, Roxas Boulevard
Pasay City, 1307

Financial Analysis and Audit 818-5922 238 G/F Secretariat Building

Division 818-8520 296 PICC Complex, Roxas Boulevard
Gloria P. Manzon 818-2106 Pasay City, 1307
Assistant Director (as of 2019)
gpmanzon@sec.gov.ph
Corporate Filings and Records 818-8738 214 G/F Secretariat Building
Division 818-8803 PICC Complex, Roxas Boulevard
Daniel P. Gabuyo 818-7895 Pasay City, 1307
Assistant Director (as of 2019)
dpgabuyo@sec.gov.ph

Licensing Unit 818-7187 272 G/F Secretariat Building

Sampaguita R. Ladrido PICC Complex, Roxas Boulevard
Assistant Director (as of 2019) Pasay City, 1307
srladrido@sec.gov.ph

Facilitating Automated System 818-5235 254 G/F Secretariat Building

Transition (FAST) PICC Complex, Roxas Boulevard
Sampaguita R. Ladrido Pasay City, 1307
Assistant Director (as of 2019)
srladrido@sec.gov.ph

III. How to Register: Apply Online through https://crs.sec.gov.ph

IV. Requirements:
A. For STOCK CORPORATIONS
 Name Verification Slip
(on-line or at the Name Verification Unit, 2nd floor, SEC Bldg.)
 Articles of Incorporation and By-laws
 Treasurer’s Affidavit
 Bank Certificate of Deposit
(notarized in place where bank is located)
 Written Undertaking to Change Corporate Name by any Incorporator or Director **
 Clearance from other government agencies (if applicable)
 Foreign Investment Application Form F – 100 (for subsidiaries of foreign
corporations)
 Proof of Inward Remittance by Non-Resident Aliens/Subscribers

B. For NON-STOCK CORPORATIONS

 Name Verification Slip (on-line or at the Name Verification Unit, 2nd floor,
SEC Bldg.)
 Articles of Incorporation and By-laws
 Bank Certificate of Deposit of at least P1million, and a statement of willingness to
allow the Commission to conduct an audit. (only if a Foundation is to be registered)
 Written Undertaking to Change Corporate Name by any Trustee **
 List of members and amount contributed certified by the Secretary and Treasurer **
 Copy of the Certificate of election or letter of appointment of a bishop, rabbi, presiding
priest etc. (only for Corporation Sole)
 Master Deed duly entered under the primary entry of the concerned Register of Deeds
and Certification that there is no existing similar corporation within the condominium
(only for Condominium Corporations)
 Certification from the Housing and Land Use Regulatory Board (HLURB) that there is
no other existing homeowners or similar associations in the community where the
association is to be established
(only for Neighborhood Associations)

C. For PARTNERSHIPS (GENERAL / LIMITED)

 Name Verification Slip (on-line or at the Name Verification Unit, 2nd floor, SEC
Bldg.)
 Articles of Partnership (For Limited Partnerships, this should be executed under
oath “JURAT”)
 Written Undertaking to Change Corporate Name by any Partner **
 Form F – 105 for partnerships with Foreign Equity
 Proof of Inward Remittance by foreign partners

**Already incorporated in the available blank forms for applications

V. Process:
a. Login - Proceed to and sign up for an account in SEC website: https://crs.sec.gov.ph

b. Select Application type

c. Verify Company Name – the following information are required to be filled up:

 Company Type (Type of business of the company)

 Company Classification (Subtype/Specification of the business type of the

company)

 Major Industry Classification (Section of the industry type of the Company)

 Subclass (Subclass of the industry type of the company)

 Proposed Company Name (Company name for registration)

  Select SEC office (Satellite/Extension office of SEC where the application shall
be submitted)

 Confirm Verification Summary – editing of details provided will be allowed in

this phase.

 Add Company Information

c.1. Principal Office Address

c.2. Registration Guidelines –30 days will be given to complete the company
registration. There may restrictions depending on the nature or type of
business provided during the verification of company name.

d. Add Company Details

 Assign Purpose Clause
 Specify term of Existence

 Specify Number of Corporators

- Number of Incorporators – Minimum 5, Max of 15
- Number of Board Members - Minimum 5, Max of 15

 Add Individual Corporator

 Define Contribution Details

 Add Contact Information

 Add Business Activity – Select the closest business activity applicable. This will
be submitted to BIR, SSS, Philhealth and Pag-ibig.
 Define By-Laws Information
  Confirm Registration Summary – includes reviewing of details provided
specifically for the following:
- Define Stock Corporation
- Assign Purpose Clause
- Specify Term of Existence
- Define Capital Structure

e. Upload of documents – this should be completed within 30 days. Uploading of unsigned

system generated documents:
 Articles of Incorporation or articles of Partnership
 By-Laws
 Treasurer’s Affidavit
 Cover sheet

f. Download documents generated

g. Payment of Assessed Fees: SEC has provided an online calculator to compute the Registration
Fee of Stock Corporation which may be viewed at http://www.sec.gov.ph/online-
services/registration-calculator-2/

 Print the Order of Payment attached in the email (except when paying online
through the Landbank ePayment)
 Payment for corresponding fees may be done at any of the following methods:
 Landbank ePayment
 Landbank on Collection
 SEC Cashier/Over the Counter
 Point of Sales (POS)
 Registration fee is computed as below:

 Filing Fee: 1/5 of 1% of the authorized capital stock or the subscription price of the
capital stock whichever is higher but not less than P 2,000.00
 Legal Research Fee: 1% of Filing fee but not less than P 10.00
 By Laws: P1,010.00
 Stock Transfer Book: Approximately P 470.00


h. Submit notarized documents to SEC office

i. Claim the corresponding documents based on the following business organizations:

For incorporation of stock or non-stock Certificate of

corporation Incorporation

For formation of partnership Certificate of

Recording

For establishment of foreign branch or License to Do

representative office, regional Business in the
headquarters or regional operating Philippines
 headquarters

The above Certificates grant juridical personally to the applicant corporation or partnership. These do
not authorize said entities to undertake business activities that require Secondary Licenses or Permits to
Operate from the SEC or other government agencies, such as but not limited to: broker or dealer in
securities, government securities eligible dealer (GSED), investment adviser of an investment company,
close-end or open-end investment company, investment house, transfer agent, commodity or financial
futures exchange/broker merchant, financing company, pre-need plan issuer, general agent in pre-need
plans and time shares/club shares/membership certificates issuers or selling agents thereof.

The Licenses granted to branch/representative offices or regional/regional operating headquarters

likewise do not authorize said entities to encourage in activities requiring secondary licenses from the
SEC as indicated above.

VI. How long does it take to register?

Assuming all required documents are submitted and all information therein provided is in
order, applications for registration of new corporations/partnerships with the SEC are
processed within an approximate of 7 days from date of filing.
.

VII. What reports do I submit after I register with the SEC?

All registered corporations are required to submit a yearly General Information Sheet (GIS)
and Audited Financial Statement (AFS) in the appropriate formats specified by the
Commission. Deadline for submission are as follows:

For Audited FS, the schedule is based on the last numerical digit of SEC registration/
License No.

Schedules Last Digit

April 22 – 26 1 and 2
April 29 – May 3 3 and 4
May 6 – 10 5 and 6
May 20 – 24 7 and 8
May 27 – 31 9 and 0

For General Info Sheet, all corporations shall file their GIS within 30 Calendar Days
from:

1. Stock Corporation – date of actual annual shareholders’ meeting

2. Non-Stock Corporation - date of actual annual members’ meeting
3. Foreign Corporation – anniversary date of the issuance of SEC License

VIII. Where can I obtain further information?

 The Public Assistance Unit at the ground floor, SEC Building

  The Public Assistance Hotline (Tel.Nos. 584-1269, 584-7256, 584-1119 or at 584-
0923 to 24 loc. 243 or 279)
 The CRMD Corporate & Partnership Division (Tel. Nos. 584-9225 and 584-0763)
 The SEC web site at http://www.sec.gov.ph

References:
http://www.sec.gov.ph/wp-content/uploads/2015/10/Citizens-Manual-on-Registration-of-Corporation-
and-Partnership.pdf
http://www.sec.gov.ph/online-services/sec-company-registration-system/
https://crs.sec.gov.ph/
http://www.sec.gov.ph/contact-us/
https://www.pdffiller.com/jsfiller-
desk11/?projectId=295542315&expId=4951&expBranch=2#a14fd62a52f541afba06fe7af4c77f11