Registration of Corporations
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Stock Corporation |
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Basic Requirements |
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1. |
Name Verification Slip (secure online or from SEC Name Verification Unit) |
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2. |
Articles of Incorporation and By-Laws |
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3. |
Treasurer's Affidavit |
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4. |
Affidavit of incorporator or director undertaking to change corporate name (not required if Articles of Incorporation has provision
on this commitment) |
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5. |
Registration Data Sheet |
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Additional Requirements |
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1. |
Indorsements/clearances from other government agencies, if applicable. |
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2. |
For corporations with foreign equity, submit Proof of Remittance by non-resident aliens and foreign corporate subscribers who want to register their investment with Bangko Sentral ng Pilipinas ( BSP ) |
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3. |
For corporations with more than 40% foreign equity, submit Application Form F- 100 |
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4. |
Additional requirements based on kind of payment of subscription indicated hereunder |
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A. Cash |
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1. |
Bank Certificate of deposit of paid up capital notarized in place where executed |
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2. |
Proof of remittance or bank certificate ( only for those corporations with foreign subscribers who want to register their investment with the BSP |
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B. Land and/ Building/Condominium Units |
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1. |
Detailed schedule of the property showing its registered owner, location, area, TCT No., Tax declaration number and the basis of transfer value ( market value / assessed value / Zonal value or appraised value ). |
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2. |
Copy(ies) of TCT/CCT and tax declaration sheet(s) certified by Register of Deeds and Assessor's Office respectively. |
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3. |
Latest zonal valuation certified by BIR , if transfer value is based on zonal value. |
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4. |
Appraisal report by a licensed real estate appraiser, if transfer value is based on appraised value ( not more than 6 months old ). |
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5. |
Deed of assignment with primary entry by Register of Deeds. |
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6. |
If property is mortgaged, submit mortgagee/creditor's certification on the outstanding loan balance and his consent to the transfer of property |
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7. |
For assignment of buildings where assignor is not the owner of the land, submit the lease contract on the land and consent of the land owner to the transfer. |
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C. Inventories / Furniture / Personal Properties |
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1. |
Detailed schedule of the property showing its description and the basis of transfer value ( market value or book value ). |
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2. |
Special audit report by an independent CPA on the verification and valuation of the property. |
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3. |
Deed of assignment of property to the corporation. |
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D. Heavy Equipment and Machinery |
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1. |
Detailed schedule of the property showing its description and the basis of transfer value ( book value or appraised value ). |
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2. |
Appraisal report by a licensed mechanical engineer (not more than 6 months old). |
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3. |
Deed of assignment of property to the corporation. |
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E. Shares of Stock |
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1. |
Detailed schedule of the shares of stock indicating the stockholder, stock certificate number, no. of shares and the basis of transfer value ( market value or book value ). |
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2. |
Audited financial statements of the investee company as of the last fiscal year duly stamped received by BIR and SEC. |
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3. |
Deed of assignment of the shares of stock to the corporation. |
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4. |
Certification by the Corporate Secretary of the investee company that the shares are outstanding in the name of the assignor. |
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5. |
Photocopy (ies) of the stock certificates (present original for verification). |
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6. |
Latest market quotation in the newspaper or certification from the stock exchange/broker as to the latest market price of the shares of stock ( if same are listed in the stock exchange) |
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F. Motor Vehicles |
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1. |
Detailed inventory of the motor vehicles showing the registered owner, make/model, plate number, chassis number, motor number, certificate of registration number, and market value. |
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2. |
Photocopy of the Certificate of Registration and official receipt of annual registration fee (present original for verification). |
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3. |
Appraisal report by a licensed mechanical engineer (not more than 6 months old) |
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4. |
Deed of assignment of the motor vehicle to the corporation. |
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G. Sea Vessel / Aircraft |
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1. |
Detailed inventory of the vessel/aircraft showing the registered owner, registry number, technical description, and appraised value. |
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2. |
Certified true copy of the certificate of ownership. |
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3. |
Certificate of seaworthiness / airworthiness issued by appropriate government agency. |
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4. |
Appraisal report by a licensed mechanical engineer (not more than 6 months old). |
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5. |
Deed of assignment of the vessel/aircraft to the corporation. |
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H. Intangibles |
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1. |
Copy of the mining permit ( for mining claims/rights ). |
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2. |
Appraisal report by an accredited appraisal company (not more than 6 months old). |
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3. |
Deed of assignment of intangibles to the corporation. |
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