In this article, we are giving you the complete SEC registration guidelines for businesses in the Philippines. However, before we proceed, you should have the basic understanding of the role of SEC in regulating business policies.
Establishing an association, partnership, or a corporation in the Philippines begins by completing the business registration with the Securities and Exchange Commission (SEC), the mandated government agency to supervise the corporate sector in the country. Before one can fully operate and start transactions with clients, an enterprise must submit all the necessary business documents that are requisites of any certificates needed in securing permits from other government agencies.
The other government agencies that you must register with are as follows:
- Bureau of Internal Revenue (BIR)
- Barangay Hall
- Mayor’s Office
- Business Permit and Licensing Office (BPLO) of the Municipality
- Social Security System (SSS)
- Philippine Health Insurance Corporation (PhilHealth)
- Home Development Mutual Fund (Pag-Ibig Fund)
A couple more things that you must do before starting the incorporation process are:
- Create a Business Name
You must check with the SEC for the availability of the company name you have in mind. It is suggested to prepare 3 to 5 alternative company names in case your first option has already been taken.
- Set a Permanent Office Address
It is more cost-effective to setup your business with a virtual office space provider as a temporary fix until you can transfer to a business address of your own. You only need to amend your business registration documents to update your details.
INCORPORATION PROCESS and LIST OF REQUIREMENTS
1) Reserve a Business Name with the Securities and Exchange Commission (SEC)
For Sole Proprietorship, a business name must be secured with the Department of Trade and Industry (DTI). For Cooperative, secure a business name with the Cooperative Development Authority (CDA). Other than the business name, you must have your corporate lawyers work on the company’s Articles of Incorporation (AOI) and By-Laws, as well as, the Treasurer’s Affidavit that is signed by the incorporators for notarization.
2) Open a Treasurer-In-Trust-For (TITF) Bank Account
Companies applying for incorporation must open a corporate bank account, which should serve as a temporary depository account of the paid-up capital of the corporation. The following requirements will be needed before the issuance of the Bank Certificate of Deposit:
- Articles of Incorporation and By-Laws
- Specimen signature cards
- Valid IDs of the treasurer-in-trust
- Minimum deposit required by the bank that ranges from P50,000 to P100,000, depending on the bank
3) Register with the Securities and Exchange Commission (SEC)
The Bank Certificate of Deposit will then be submitted along with the following documents to start the registration with the SEC that takes 10 to 15 working days, excluding holidays, upon completion of requirements:
- Duly accomplished SEC Form F-100
- Name Reservation and Payment Form
- Notarized Articles of Incorporation and By-Laws
- Proof of Inward Remittance or Bank Certificate of Deposit
4) Register with the Bureau of Internal Revenue (BIR)
The purpose of visiting the BIR office is to obtain a taxpayer identification number, register the company’s book of accounts, and apply for an authority to print official receipts. You also have the option to register a Cash Register Machine (CRM) or Point of Sale (POS) Machine. The following are requisites for acquiring a BIR Certificate of Registration:
- 0605 Form(for the Annual Registration Fee)
- DST 2000 Form(for the subscription of shares for domestic corporations)
- DST 2000 Form (for payment of lease, which requires a notarized copy of the lease of contract of your office address)
5) Register with Social Security System (SSS)
The next step is to secure an employer number with the SSS as reference for the remittance of employees’ monthly contributions. The following are the requirements a company must complete:
- Employer Registration Form (R-1)
- Employment Report Form (R-1A)
- SEC Registration
- Articles of Incorporation and By-Laws
6) Register with Home Development Mutual Fund (Pag-Ibig Fund)
This is a mandatory for SSS members. This particular government agency provides housing loan, calamity loan, and multi-purpose loan for qualified individuals. The checklist of basic requirements for each type of applicants can be found here.
7) Register with Philippine Health Insurance Corporation (PhilHealth)
Employers must comply with the registration of their employees with this agency. To register with this particular medical insurance program, the following must be submitted:
- Employer Data Record (ER1)
- Report of Employee-Members (ER2)
- SEC Registration
- Articles of Incorporation and By-Laws
8) Obtain a Business or Mayor’s Permit
Lastly, secure your permit from the Mayor’s Office. The following documents are required:
- SEC Registration
- Articles of Incorporation and By-Laws
- Locational Clearance that requires the following:
- Location Map
- Barangay Clearance
- Lease Contract
- SEC Registration Documents
- Occupancy Permit (Building/Unit)
- Business Permit Application Form
- Lease Contract
- Barangay Clearance, obtained from the local barangay where the business address is located
Source(s):
http://www.sec.gov.ph/services-2/company-2/registration/
https://www.pagibigfund.gov.ph/AA/requirements.aspx#parentVerticalTab1
Maximum loan of up to P5M