SEC Registration: How to Start Your Business in the Philippines

Are you planning to launch a company in the Philippines? This article will provide as a guide to SEC registration for your business in the Philippines.

Whether may you be a local or foreign incorporator who plans to establish a business in the Philippines, you’ll need to register your business entity with the Securities and Exchange Commission (SEC) first.

This is the requirement you need to fulfill before you can conduct any business activities or participate in the country’s market. If you want to buy or trade shares of stock, bonds, interests from another business entity or invest in other financial assets, the first thing you have to ensure is that your business is legally registered.

SEC is a national government agency tasked with regulating and running the business sector in the Philippines. The agency is also authorized to create policies relating to the securities market, as well as direct to the Congress and other government agencies regarding securities market.

SEC Registration in the Philippines is compulsory, to legitimize the juridical unit and permit it to legally participate in business, issue receipts, trade with financial assets, and be entitled to rights under the nation’s corporate and investment laws.

Under the Section 3 of Presidential Decree No. 902-A, the SEC has absolute jurisdiction, supervision, and control over all corporations, partnerships, and associations that are grantees of primary franchises and licenses or permits issued by the government.

SEC Registration for Your Business in the Philippines

SEC registration requirements differ reliant on the type of business entity you want to register, but for a general requirement, you have to undergo the following steps to obtain a Certificate of Registration from SEC:

  • Secure an original business name (reserve the name through SEC’s online services portal – the SEC i-View [https://ireport.sec.gov.ph/iview/index.html])
  • Complete the Application Form from SEC
  • Draft the compulsory papers required for the specific business entity you intend to register, which are as follows:
    • Articles of Incorporation and By-laws
    • Treasurer’s Affidavit
  • Deposit the minimum paid-up capital requirement
  • Attain obligatory licenses or permits from appropriate government agencies (for regulated industry sectors and business activities)

 

Business Types for A SEC Registration in the Philippines

  1. Stock Corporations(for-profit business entities which have shareholders who hold ownership of the corporation through shares of stock) such as:
  • Domestic Corporations
  • Resident Foreign Corporations
    • Branch Office
    • Representative Office
    • Regional Headquarters (RHQ)
    • Regional Operating Headquarters (ROHQ)

 

  1. Non-Stock Corporations(non-profit business entities which do not issue stocks and distribute dividends to their members) such as:
  • Non-Governmental Organizations (NGOs)
  • Foundations
  • Associations
  • Religious Organizations

 

  1. Partnerships(for-profit business entities established by two or more persons who share management and profits among themselves), including:
  • General Partnership
  • Limited Partnership

 

4.  State Powers and Functions of SEC

The SEC shall act with transparency as it possesses the authority issued by these laws:

  • Securities Regulation Code (Republic Act 8799)
  • Corporation Code of the Philippines (Batas Pambansa 68)
  • Presidential Decree No. 902-A, as amended (except for sections repealed by RA 8799)
  • Investment Houses Law (Presidential Decree 129 as amended by RA 8366)
  • Investment Company Act (RA 2629)
  • Financing Company Act (RA 5980 as amended by RA 8556)
  • Credit Information System Act (RA 950)

 

Following the Section 5 of the Securities Regulation Code, the major functions of SEC include the following:

  • Approve, reject, suspend or revoke registration license applications;
  • Regulate, investigate or supervise the activities of entities under its jurisdiction to ensure compliance;
  • Enlist the aid and support of enforcement agencies of the government, civil or military as well as any private institution, corporation, firm, association or person in the implementation of its powers and functions;
  • Compel the officers of any registered corporation or association to call meetings of stockholders or members thereof under its supervision;
  • Impose sanctions for the violation of laws, rules, regulations, and orders; and
  • Suspend, or revoke, after proper notice and hearing the franchise or certificate of registration of corporations, partnerships or associations, upon any of the grounds provided by law.

Processing Time: Minimum of 1 week once documents are accomplished.

Once your company name is registered with SEC, the next step to take is to acquire a barangay clearance and a business permit.

Need more help or any legal services in the Philippines? Contact us today.

 

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