16 Series of 2020, adopts a relaxed set of guidelines on the authentication of Articles of Incorporation in applications for registration of new domestic corporations, promoting an easier process for business registration in the Philippines… ARTICLES OF INCORPORATION. A corporation is an artificial person created by law and should be registered with the … Articles of Incorporation. Amendment: These Articles of Incorporation may be amended by the affirmative vote of the holder or holders of the majority of the voting power of the common stock present at a shareholders’ meeting wherein said amendments are submitted to a vote.. f?��3-���޲]�Tꓸ2�j)�,l0/%��b� Twelfth: That the fiscal year of the OPC shall begin on the __________ day of ____________ and shall end on the __________ day of ____________of each year. Plan of Merger/Consolidation: 3. It spells out the pertinent information concerning: a. BEFORE ME, a Notary Public, for and in __________________, Philippines, this ___________ day of _______________, 2019, personally appeared the following persons: known to me and to me known to be the same persons who executed the foregoing Articles of Incorporation constituting of ________ pages, including this page where the acknowledgement is written, and they acknowledged to me that the same is their free act and voluntary deed. SAMPLE ONLY FOR A ONE PERSON CORPORATION WITH A SINGLE STOCKHOLDER WHO IS A NATURAL PERSON. SEC FILING FEES . Choose only the applicable paragraph, i.e. (In case some shares have par value and some are without par value): That the capital stock of said corporation consists of __________ shares, of which __________ shares have a par value of ________________ Pesos (P________) each, and of which ____________ shares are without par value. Unless otherwise provided for by lows and regulations or in the Articles of Incorporation of the Company, the resolution of a Meeting of Shareholders shall be made by a majority of votes of the … k e;l:���wBDjR�#�{΃̡!�U2�K�4�K��K����Kk�Xy���2�*0z����CX�P7VY)�Z The primary and secondary purposes of the … All Rights Reserved, Food and Drugs Administration Phils. Articles of Incorporation. ARTICLES OF INCORPORATION OF _____ KNOW ALL MEN BY THESE PRESENTS: The undersigned incorporators, all of legal age and majority of whom are residents of the Philippines, have this day voluntarily agreed to form a stock corporation under the laws of the Republic of the Philippines. The Articles of Incorporation for a one person corporation is used to form a stock corporation where there is a single stockholder.The single stockholder can be a natural person, a trust, or an estate.. of _____, OPC (Name of One Person Corporation) The undersigned, of legal age, voluntarily forms a One Person Corporation (OPC) under the laws of the Republic of the Philippines … How to File BIR Form 2550Q (Quarterly VAT Return)? SAMPLE ONLY FOR A ONE PERSON CORPORATION UNDER THE NAME OF AN ESTATE OR TRUSTEE. Nominee and alternate nominee need not sign the Articles of Incorporation but written consent of the nominee and alternate nominee shall be attached to the application for incorporation. After incorporation, however, all the foreign investors, natural or juridical, shall secure a TIN, which shall be reflected in all documents to be filed with the SEC. Reference: SEC Samples under SEC MC No. Articles of Incorporation. Of (Name of the Corporation) KNOW ALL MEN BY THESE PRESENTS: The undersigned incorporators, all of legal age and majority of whom are residents of the Philippines, have this day voluntarily agreed to form a non-stock corporation under the laws of the Republic of the Philippines… For comments, you may also please send mail at info(@)taxacctgcenter.ph, or you may post a question at Tax and Accounting Center Forum and participate therein. a) if the single stockholder acts as the treasurer; b) if another person has been appointed as treasurer; and c) if the single stockholder has yet but commits to appoint a treasurer after receipt of the certificate of incorporation. The processor checks the documents if compliant with the provisions of the Corporate Code of the Philippines … �:_�-%nR�{B�]��Ə&T���+-�� – Whenever the articles of incorporation or by-laws of a foreign corporation authorized to transact business in the Philippines are amended, such foreign corporation shall, within sixty (60) days after the amendment becomes effective, file with the Securities … A corporation is an artificial person created by law and should be registered with the Securities and … Section 1. The Company is in full compliance with the code of corporate governance and all listing rules of the Philippine Stock Exchange (PSE) and regulations adopted by the Securities and Exchange Commission (SEC) and Philippine Dealing Exchange Corporation (PDEx). The corporation may have such other branch offices, either within or outside the Philippines as the Board of Directors may designate. SEC Bulletin sign up form does not collect information about your computer (or mobile device), including IP addresses, operating system and browser type. j. (If not stated in the Articles of Incorporation, it is understood that the fiscal year of said corporation follows the calendar year.). ��� N _rels/.rels �(� ���j�0@���ѽQ���N/c���[IL��j���]�aG��ӓ�zs�Fu��]��U �� ��^�[��x ����1x�p����f��#I)ʃ�Y���������*D��i")��c$���qU���~3��1��jH[{�=E����~ The original and amended articles together shall contain all provisions required by law to be set out in the articles of incorporation. List of stockholders/members of record of the constituent corporations indicating their nationalities and respective subscribed and paid … 1. Article 12. View Notes - Sample-Purposes-from-SEC from LLB 101 at University of St. La Salle - Bacolod City. The Articles of Incorporation is a document that is needed to form a corporation in the Philippines. (Resolutions) 1. The undersigned, of legal age, voluntarily forms a One Person Corporation (OPC) under the laws of the Republic of the Philippines and certifies the following: First: That the name of said corporation shall be ________________________________, OPC; Second: That the purpose or purposes for which such corporation is incorporated are: (If there are more than one purpose, indicate primary and secondary purposes); Third: That the principal office of the OPC is located in ___________________________________________________________________; Fourth: That the OPC shall have perpetual existence; (If the OPC has a specific term of existence): That the OPC shall have a term of existence of _________ years from the date of issuance of the certificate of incorporation; State the specific term of existence in words followed by the figure enclosed in parentheses, e.g. Tenth: That I undertake to change the name of the OPC immediately upon receipt of notice from the Commission that another corporation, partnership or person has acquired a prior right to the use of such name, that the name has been declared not distinguishable from a name already registered or reserved for the use of another corporation, or that it is contrary to law, public morals, good customs or public policy. Philippines, have this day voluntarily associated ourselves for the purpose of forming a nonstock, non-profit association under the laws of the Republic of the Philippines particularly Section 2 (a) of … OF _____ MERCHANDISING, INC. Know All Men By These Presents: That we, all of whom are of legal age and residents of the Philippines, Filipinos, have on this day, voluntarily associated ourselves together for the purpose of forming a stock corporation under the laws of the Republic of the Philippines… NO. ARTICLE … IN WITNESS WHEREOF, I have hereunto signed these Articles of Incorporation, this __________ day of ____________, 20________ in the City/Municipality of ___________________, Province of ______________________, Republic of the Philippines. Online 2020 Tax Updates and Year-end Reminders, © Tax and Accounting Center 2020. SAMPLE ONLY FOR A ONE PERSON CORPORATION WITH A SINGLE STOCKHOLDER WHO IS A NATURAL PERSON. Fifth: That the name, nationality, and residence address of the single stockholder/ director/ president of the OPC are as follows: Sixth: That the names, nationalities, and residence addresses of the nominee and alternate nominee are as follows: Seventh: That the authorized capital stock of the OPC is ______________ Pesos (P____________), divided into ____________ shares with par value of _____________________ Pesos (P_______) per share. 7-2019. The SEC filing fees for the incorporation of a domestic corporation are as follows: Basic Filing Fee for the Articles of Incorporation – 1/5 of 1% of the authorized capital … ARTICLE V OFFICES. fifty (50) years. . HOW WE COLLECT For this project, SEC collects … 26-2020: Donations to Public Schools During the Pandemic. SAMPLE ONLY FOR A ONE PERSON CORPORATIONWITH A SINGLE STOCKHOLDER WHO IS A NATURAL PERSON. Disclaimer: This is for purposes of academic discussions only as personally summarized by the author, not of Tax and Accounting Center, Inc. and is not a substitute for an expert opinion. d) an Individual Retirement Account, as defined in Section 408(a) of the Internal Revenue Code, or a pension, profit sharing, stock bonus or other type of plan or trust of which such Class B Stockholder is … ARTICLES OF INCORPORATION OF EEI CORPORATION KNOW ALL MEN BY THESE PRESENTS: That WE, a majority of whom are residents of the Philippine Islands, have this day voluntarily associated ourselves together for the purposes of forming a Corporation under the laws of the Philippine … All resolutions of a general meeting of shareholders shall be adopted by a majority vote of the shareholders present at the meeting who are entitled to vote, unless otherwise provided by laws and regulations or these Articles of Incorporation … (FDA). RR No. WITNESS MY HAND AND SEAL on the day first above-written. Such articles, as amended shall be indicated by … The Company Registration System (CRS) is the full automation and online pre-processing of corporations and partnerships, licensing of foreign corporations, amendments of the articles of incorporation and other corporate applications requiring SEC … See our quality seminars, workshops, and trainings... See how we can help you with our other professional services : company registrations; Ph Working Visa; and HR Services, 7 Basic Features of Independent CPA on CTA Tax Cases Philippines, 8 New Notable 2020 Tax Rules in Philippines under COVID-19 Pandemic, RMC 111-2020: Clarifications on Certain Issues Relative to VAPP. Eighth: That the number of shares of the authorized capital stock above-stated has been subscribed as follows: Ninth: a) That as self-appointed treasurer of the OPC, I acknowledge to have received in the name and for the benefit of the corporation, all subscriptions paid or given by the subscriber, who certifies the information set forth in the seventh and eighth clauses above, and that the paid-up portion of the subscription in cash and/or property has been duly received for the benefit and credit of the corporation, and that I shall faithfully administer the corporation’s funds to be received as Treasurer, and to disburse and invest the same in accordance with law and these Articles of Incorporation; b) That as Treasurer of the OPC, I acknowledge to have received in the name and for the benefit of the corporation, all subscriptions paid or given by the subscriber, who certifies the information set forth in the seventh and eighth clauses above, and that the paid-up portion of the subscription in cash and/or property has been duly received for the benefit and credit of the corporation, and that I shall faithfully administer the OPC’s funds to be received as Treasurer, and to disburse and invest the same in accordance with law and these Articles of Incorporation; c) That within fifteen (15) days from the issuance of its certificate of incorporation, the OPC shall appoint a treasurer and notify the Commission thereof within five (5) days from appointment. How to Convert the 5-Person Corporation to One Person Corporation? The Securities and Exchange Commission (SEC), under the SEC Memorandum Circular (MC) No. The name of the Corporation b. ARTICLE … CS200811530 CERTIFICATE OF FILING OF AMENDED ARTICLES OF INCORPORATION KNOW ALL PERSONS BY THESE PRESENTS: This is to certify that the amended articles of incorporation … Eleventh: That no transfer of stock or interest which shall reduce the ownership of Filipino citizens to less than the required percentage of capital stock as provided by existing laws shall be allowed or permitted to be recorded in the proper books of the OPC, and this restriction shall be indicated in all stock certificates issued by the corporation. PK ! To view Ayala Land’s Articles of Incorporation … REPUBLIC OF THE PHILIPPINES SECURITIES AND EXCHANGE COMMISSION SEC Building, EDSA, Greenhills, City of Mandaluyong, Metro Manila COMPANY REG. Articles of Incorporation. If a … Articles of Merger/Consolidation: 2. ARTICLE XII. ���z���ʼn�, � �/�|f\Z���?6�!Y�_�o�]A� �� PK ! of _____, OPC (Name of One Person Corporation) The undersigned, of legal age, voluntarily forms a One Person Corporation (OPC) under the laws of the Republic of the Philippines … The Articles of Incorporation is a necessary document to form a corporation in the Philippines. (In case all the shares are without par value): That the capital stock of the OPC is _____________ shares without par value. of _____, OPC (Name of One Person Corporation) The undersigned, of legal age, voluntarily forms a One Person Corporation (OPC) under the laws of the Republic of the Philippines … This document is specifically designed for non-stock educational corporations.Non-stock educational corporations are … Such consent may be withdrawn in writing any time before the death or incapacity of the single shareholder. Please consult your preferred tax and/or legal consultant for the specific details applicable to your circumstances. ����"J���WV�JR&�m�p�,�Z}�漕�yY$m�����+ \����D��8w"l`����N��Z4�؍ֺ����܉��P���'���?����"�bQ@砱�@������{�S��9������}��+uLv�Q�>im"Y�=?�^�H6߿s�O �� PK ! The principal office of the corporation shall be located at the place stated in Article III of Incorporation. |c�@ ( [Content_Types].xml �(� ĕ�N�0E�H�C�-J�v�j��%T�|�kO�Ķ����4i�Pim�&�3s�=~�O�e��mMʆɀE`�U�,S�>��XP% The Articles of Incorporation is the bible of a corporation. The Articles of Incorporation is needed to form a corporation in the Philippines. Title: Articles of Incorporation Created Date: 6/6/2014 7:21:42 AM For comments, you may also please send mail at info(@)taxacctgcenter.ph, or you may post a question at Tax and Accounting Center Forum and participate therein. 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