SEC Primary Registration

Primary Registration
DOCUMENTARY REQUIREMENTS FOR REGISTRATION OF CORPORATIONS

AND PARTNERSHIPS
All applications and supporting documents must be in four (4) copies and in A4 size bond paper
with a cover sheets.
Documents signed abroad must be authenticated by the Philippine Embassy or Consulate in the
country where signed.
Audited Financial Statements and Special Audit Reports must be certified by an independent
Certified Public Accountant (CPA), with Statement of Representation filed with the SEC. Said
statement must indicate the CPA Cert. No., PRC/BOA No. and the PTR No. of the CPA and
SEC accreditation of External Auditor if applicable.
All applications must indicate the Tax Identification Number (TIN) of the incorporators,
directors/trustees, stockholders/members for corporations, and partners for partnerships.
Foreign investors are allowed to indicate passport number in lieu of TIN for registration of a
corporation/partnership.
PROCESSING OF APPLICATIONS FOR FOREIGN CORPORATIONS

CASH PAYMENT FOR SUBSCRIPTION
Schedule of Availability of Service
Mondays to Fridays, 8:00am-5:00pm without noon break
Who may avail of the Service?
All applicant corporations thru their representatives
What are the BASIC requirements?
1. Cover Sheet
2. Reservation Payment Confirmation
3. Articles of Incorporation (AI)
4. By-laws (BL)
5. Treasurer`s Affidavit (for stock)
6. Joint Undertaking to Change Name
What are the documentary requirements?
View Documentary Requirements
What business activity requires minimum paid up capital?
View Minimum Paid up Capital
What business activity requires clearances from other SEC departments and
endorsements from other government agencies?
View clearances from other SEC departments and endorsements from other government
agencies
How to Avail of the Service?
STEP
SERVICE
APPLICANT/CLIENT
DURATION
PROVIDER
1
10 mins.
Verify or reserve
proposed name
GUIDELINES
If proposed MC # 6, s. 2015, MC
name is
#8, s. 2015
allowed by
the system,
the
reservation
and
confirmation
notice is
printed and
given to the
applicant;
FEES
P40.00 reservation
for 30 days;
P80.00 reservation
for 60 days;
120.00 reservation
for 90 days
2
Present Articles of
Check the
10-20 mins. Incorporation and By- document
Laws at the Green Lane presented. If
Unit Registration
complete,
Division, 2nd Floor, SEC advise the
Bldg.
registrant to
pay the filing
fee. If not,
advise
applicant to
comply with
requirements
MC#15, s. 2001
Filing fee for
MC#2, s. 2005 MC#3, stock
s. 2005 MC#8, s. 2005 corporation:
MC#6, s. 2012 MC#8,
s. 2012 MC#14, s.
1/5 of 1% of
2013 MC#21, s. 2013 the authorized
MC#5, s. 2015 MC#6, capital stock
s. 2015 MC#8, s.
but not less
2015Provisions of the than
Corporation Code of P1,000.00
the
plus 1% of the
PhilippinesProvisions amount as
of the Corporation
legal research
Code of the
fee;
Philippines, SEC rules Registration
and regulations and
fee for Byother existing
Laws of stock
laws.Anti-Dummy law corporation is
requirements on
P510.00
composition of the
BoardM.C. No, 8 s. of Registration
2013 on Filipinofee for
foreign ownership on Articles of
nationalized and partly Incorporation
nationalized
and By-Laws
activitiesE.O. 389: 9th of a non-stock
Foreign Investment
corporation is
Negative ListM.C. No. P1,020.00
3 s of 2006 on
principal office and
MC#9s.2004
SEC MC No. 6 s. of
2014 on amendment of
the principal office
addressSEC
Resolution dated
September 18, 2003 on
the date of annual
meeting
E.O. 98 dated April 28,
1999 on Tax
Identification Number
(TIN)
MC No. 1 s. of 2013
on mandatory TIN of
foreign investors
3
5 mins.
Pay filing fee at the

Cashier located at the
2nd Floor and file
application with the
Receiving Unit, CRMD
located at the 2/F, SEC
Bldg.
After receipt
of
application,
CPRD staff
generates the
Certificate of
Incorporation
bearing
applicant`s
None
SEC
registration
no. and
Unified
Registration
Report (URR)
4
5 mins.
Present Official Receipt

to Releasing Unit,
CRMD, 2/F, SEC Bldg.
to get the Certificate of
Incorporation
Asst. Director
reviews the
application
and forwards
it for approval
of CRMD
Director.
None
Note :Duration of activity under normal circumstances
NON CASH PAYMENT FOR SUBSCRIPTION

1. Cover Sheet
4. By-laws (BL)
5. Treasurer`s Affidavit (for stock)
7. FIA Form 100
What business activity requires clearances from other SEC departments and endorsements
from other government agencies?
agencies

STEP
SERVICE
APPLICANT/CLIENT
DURATION
PROVIDER
1
10 mins.
Verify or reserve
proposed name
2
Present Articles of
10-20 mins. Incorporation and ByLaws at the Corporate
and Partnership
Registration Division,
2nd Floor, SEC Bldg.
GUIDELINES
If proposed MC # 6, s. 2015, MC
name is
#8, s. 2015
allowed by
the system,
the
reservation
and
confirmation
notice is
printed and
given to the
applicant;
Check the
document
presented. If
complete,
advise the
registrant to
pay the filing
fee. If not,
advise
applicant to
comply with
requirements
FEES
P40.00 reservation for
30 days;
60 days;
120.00 reservation for
90 days
MC#15, s. 2001 MC#2, Filing fee for

s. 2005 MC#3, s. 2005 stock
MC#8, s. 2005 MC#6, corporation:
s. 2012 MC#8, s. 2012
MC#14, s. 2013
1/5 of 1% of
MC#21, s. 2013 MC#5, the authorized
s. 2015 MC#6, s. 2015 capital stock
MC#8, s.
but not less
2015Provisions of the than
Corporation Code of P1,000.00 plus
the
1% of the
PhilippinesProvisions amount as
of the Corporation
legal research
Code of the
fee;
Philippines, SEC rules Registration
and regulations and
fee for Byother existing
Laws of stock
laws.Anti-Dummy law corporation is
requirements on
P510.00
composition of the
BoardM.C. No, 8 s. of Registration
2013 on Filipinofee for
foreign ownership on Articles of
nationalized and partly Incorporation
nationalized
and By-Laws
activitiesE.O. 389: 9th of a non-stock
Foreign Investment
corporation is
Negative ListM.C. No. P1,020.00
3 s of 2006 on principal
office and SEC MC No. MC#9s.2004
6 s. of 2014 on
amendment of the
principal office
addressSEC Resolution
dated September 18,
2003 on the date of
annual meeting
E.O. 98 dated April 28,
1999 on Tax
Identification Number
(TIN)
MC No. 1 s. of 2013 on
mandatory TIN of
foreign investors
3
5 mins.

Cashier located at the
2nd Floor and file
application with the
Receiving Unit, CRMD
located at the 2/F, SEC
Bldg.
After receipt
of application,
CPRD staff
generates the
Certificate of
Incorporation
bearing
applicant`s
SEC
registration
no. and
Unified
Registration
Report (URR)
None
4
5 mins.
Present Official Receipt

to Releasing Unit,
CRMD, 2/F, SEC Bldg.
to get the Certificate of
Incorporation
Asst. Director
reviews the
application
and forwards
it for approval
of CRMD
Director.
None
PRIMARY REGISTRATION of NON-STOCK CORPORATIONS

1. Cover Sheet
4. By-laws (BL)
agenciesw
SERVICE
PROVIDER APPLICANT/CLIENT
1
10 mins
SERVICE
PROVIDER
GUIDELINES
Verify or reserve proposed If proposed

name
name is allowed
by the system,
the reservation
and
confirmation
notice is printed
and given to the
applicant;
2
Present Articles of
10-20 mins. Incorporation and ByLaws at Green Lane Unit
Check the
Compliance with
document
the following:
presented. If
complete, advise Provisions of the
the registrant to Corporation
pay the filing
Code of the
fee. If not,
Philippines, SEC
advise applicant rules and
to comply with regulations and
requirements
other existing
FEES
30 days;
60 days;
90 days
Filing fee for
stock
corporation:
1/5 of 1% of the
authorized
capital stock but
not less than
P1,000.00 plus
1% of the
laws
amount as legal
research fee;
M. C. No. 21 s. Registration fee
for By-Laws of
of 2013 on
stock
Omnibus
Guidelines and corporation is
Procedures on the P510.00
use of Corporate
and Partnership Registration fee
names
for Articles of
Incorporation
M.C. No. 3 s of and By-Laws of
2006 on principal a non-stock
office and SEC corporation is
MC No. 6 s. of P1,020.00
2014 on
amendment of
the principal
office address
SEC Resolution
dated September
18, 2003 on the
date of annual
meeting
E.O. 98 dated
April 28, 1999 on
Tax Identification
Number (TIN)
M.C. No. 1 s. of
2013 on
mandatory TIN
of foreign
investors
3
5 mins

Cashier located at the 2nd
Floor and file application
with the Receiving Unit,
CRMD located at the 2/F,
SEC Bldg.
After receipt of
application,
CPRD staff
generates the
Certificate of
Incorporation
bearing
applicants SEC
registration no.
and Unified
Registration
Report (URR)
None
4
5 mins
Present Official Receipt to

Releasing Unit, CRMD,
2/F, SEC Bldg. to get the
Certificate of
Incorporation
Asst. Director
reviews the
application and
forwards it for
approval of
CRMD Director.
None
PROCESSING OF APPLICATIONS FOR FOREIGN CORPORATIONS

All applicant foreign corporations and partnerships thru their representatives
STEP
APPLICANT/CLIENT
DURATION
1
5 mins.
2
5 minutes/
company
name
3
10-15
minutes
Secure service number

and fill-up Name
Verification Form
SERVICE
PROVIDER
PERSON
IN
CHARGE
After the
Guard on
number has been duty
called, applicant
submits the
filled up request
form together
with the money
stamp to
verification
officer;
FEES
None
Proceed to waiting area If proposed

Verification P40.00- reservation for
and wait for service name is allowed officer
30 days;
number to be called by the system,
P80.00 reservation
the reservation
for 60 days;
and
P120.00 reservation
confirmation
for 90 days
notice is printed
and given to the
applicant;
Present Basic and/or
Check the
Securities
additional requirements at document
Specialist
the Corporate and
presented. If
Partnership Registration complete, advise
Division, 2/F, SEC Bldg. the registrant to
pay the filing
fee. If not,
advise applicant
to comply with
requirements
Filing fee:
BRANCH OFFICE:
1% of the actual
inward remittance of
the corporation
converted into
Philippine currency but
not less than P2,000.00
REPRESENTATIVE
OFFICE:
1/10 OF 1% of the
actual inward
remittance of the
corporation converted
in Philippine currency
but not less than
P2,000.00
AREA OR
REGIONAL
HEADQUARTERS:
P5,000.00
REGIONAL
OPERATING
HEADQUARTERS:
1% of the actual
remittance but not less
than 1% of peso
equivalent of
US$200,000 at the
time of remittance
FOREIGN NONSTOCK:
P2,000.00
Note:
In addition to the
registration fee, there
shall be a Legal
Research Fee
equivalent to one
percent ( 1%) of the
Filing Fee but not less
than P10.00
4
Pay assessed fee at the

Payment
Cashier located at the 2/F, Assessment
SEC Bldg.
Form
File the application with

the CRMD Receiving
Unit located at the 2/F,
SEC Bldg.
HRAD
Cashier
After receipt of GL Staff

application,
Assistant
CPRD staff
Director
generates the
CRMD
License bearing Director
applicants
License No. and
corporate Tax
Identification
No. The CPRD
Assistant
Director reviews
the application
and forwards it
for approval of
CRMD Director
Present Official Receipt Sorts documents CFRD Staff None

to CRMD Releasing Unit, with the License
2/F, SEC Bldg. to get the for release to
Certificate of
applicant
Incorporation
PROCESSING OF APPLICATIONS FOR PARTNERSHIPS

All applicant partnerships thru their representatives
1. Cover Sheet
3. Articles of Partnership (AP)
agencies
STEP
APPLICANT/CLIENT
DURATION
1
10 mins.
SERVICE
PROVIDER
Verify or reserve proposed If proposed name

name
is allowed by the
system, the
reservation and
confirmation
notice is printed
and given to the
applicant;
GUIDELINES
FEES
30 days;
60 days;
90 days
10-15 mins. Present Articles of

Incorporation and ByLaws at Green Lane Unit
Check the
document
presented. If
complete, advise
the registrant to
Requirements of Filing fee: 1/5

the Civil Code of of 1% of the
the Philippines Partnership`s
and other existing capital but not
laws
less than
pay the filing fee.

P1,000.00 plus
If not, advise
M.C. No. 21 s. of 1% of the
applicant to
2013 on Omnibus amount as legal
comply with
Guidelines and research fee
requirements
Procedures on the
use of Corporate
and Partnership
names
M.C. No, 8 s. of
2013 on Filipinoforeign
ownership on
nationalized and
partly
nationalized
activities
M.C. No. 3 s of
2006 on principal
office and SEC
MC No. 6 s. of
2014 on
amendment of the
principal office
address
E.O. 98 dated
April 28, 1999 on
Tax Identification
Number (TIN)
MC No. 1 s. of
2013 on
mandatory TIN of
foreign investors
3
1 min

Cashier located at the 2nd
Floor and file application
with the Receiving Unit,
CRMD located at the 2/F,
SEC Bldg.
After receipt of
the application,
CPRD staff
generates the
Certificate of
Recording of the
Articles of
Partnership
bearing
applicant`s SEC
registration no.
and Unified
Registration
Report (URR)
None
4
5 mins.
Present Official Receipt to

Releasing Unit, CRMD,
2/F, SEC Bldg. to get the
Certificate of Recording of
the Articles of Partnership
The Asst.
Director reviews
the application
and forward it for
approval of the
CRMD Director.
None

SEC Primary Registration

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Primary Registration

DOCUMENTARY REQUIREMENTS FOR REGISTRATION OF CORPORATIONS

PROCESSING OF APPLICATIONS FOR FOREIGN CORPORATIONS

Pay filing fee at the

Present Official Receipt

Note :Duration of activity under normal circumstances

NON CASH PAYMENT FOR SUBSCRIPTION

How to Avail of the Service?

MC#15, s. 2001 MC#2, Filing fee for

Pay filing fee at the

Present Official Receipt

Note :Duration of activity under normal circumstances

PRIMARY REGISTRATION of NON-STOCK CORPORATIONS

Verify or reserve proposed If proposed

Pay filing fee at the

Present Official Receipt to

Note :Duration of activity under normal circumstances

PROCESSING OF APPLICATIONS FOR FOREIGN CORPORATIONS

Secure service number

Proceed to waiting area If proposed

Pay assessed fee at the

File the application with

After receipt of GL Staff

Present Official Receipt Sorts documents CFRD Staff None

Note :Duration of activity under normal circumstances

PROCESSING OF APPLICATIONS FOR PARTNERSHIPS

Verify or reserve proposed If proposed name

10-15 mins. Present Articles of

Requirements of Filing fee: 1/5

pay the filing fee.

Pay filing fee at the

Present Official Receipt to

Note :Duration of activity under normal circumstances

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