In this age where businesses are becoming more abundant and more and more Filipinos are looking to register their own corporations, whether for profit or for non-profit, it’s important to know the importance of registering for the Securities and Exchanges Commission, or SEC.

First off: What is the difference between DTI and SEC? It is important to highlight this distinction because the agency you will be registering your business with will depend on the number of partners your company or organization has.

DTI caters to sole proprietors; in other words, if you own the business yourself, you must register with DTI. However, if you are setting up a stock corporation, a non-stock corporation, or a partnership (General or Limited), this immediately falls under the jurisdiction of the SEC.

A few things to keep in mind before registering with the SEC:

If there are non-Filipino stockholders, majority of the stocks in the corporation (at least 60%) MUST be owned by a Filipino resident of legal age. If all stockholders are Filipinos, stocks may be divided equally.

Incorporators (aka the stockholders named in the application for SEC registration) must be a minimum of 5 people yet a maximum of 15 people.

1.Reserve your business name at the SEC iRegister online system.

This is an important step before heading to the SEC office. Before anything else, you must reserve your business name at the SEC iRegister, a 24/7 online portal that allows users to reserve and verify their desired corporate name. The online system will verify if your proposed corporate name is available. Once approved, print out the reservation notice slip and pay the reservation fee within 4 days at any SEC office or selected UnionBank branches. Once paid for, the system will reserve your company name for 90 days until registration.

(IMPORTANT: Name reservation is not the same as name verification. After paying for the registration fee, should you proceed to the SEC office for registration, they will double check the availability of your proposed corporate name and cross-check with other databases to ensure that does not conflict with or sound too similar to existing business names, EVEN if you’ve already paid for the reservation fee. This happens. So, have 2 or 3 backup business names ready just in case this happens to you. Your business name is only verified after presenting the payment slip and it is given approval by the department in charge, for which they will provide you with a separate slip.)

2. Prepare the Articles of Incorporation, Treasurer’s Affidavit, and By-laws.

You can print these documents straight from the SEC website, or you can purchase them in a bundle at the SEC Office’s Green Lane for P800.00. Personally, I would advise you to buy the bundle from the Green Lane instead as it saves you a lot of time — from experience, the online documents do not match those being sold at the SEC office, it is easier to fill out, and the bundle already comes with four book ledgers that the SEC office will require from you upon registration.

3. Prepare and accomplish all necessary documents.

Depending on your needs, you will need to accomplish the documents below:

• Name Verification Slip
• Articles of Incorporation and By-Laws/Articles of Partnership (notarized) (IMPORTANT: All partners will be required to supply their Tax Identification Number or TIN)
• Treasurer’s Affidavit (notarized)
• Written Undertaking to comply with SEC reporting requirements (notarized)
• Written Undertaking to Change Corporate Name by any Incorporator or Director, Trustee, Partner
• Bank Certification of Deposit of Paid-Up Capital – Deposit the paid-up capital in the bank, and acquire the bank certification of deposit (IMPORTANT: It is a requirement to deposit 6.25% (not less than P5,000.00) of authorized capital stock of the corporation)
• Registration Data Sheet

4. Claim your SEC License!

The SEC office will process your application after all required documents have been fulfilled. Release of SEC certificate/license can take anywhere between 1-3 days.

Good luck!

Tag a friend who needs this!