SEC is now accepting applications from registration of One Person Corporation (OPC)
Starting May 6, 2019, under the SEC Memorandum Circular No. 7, Series of 2019, the Securities and Exchange Commission will start accepting applications for registration of One Person Corporation.
The concept of a corporation with a single stockholder was introduced by Republic Act No. 11232, otherwise known as the Revised Corporation Code of the Philippines, which took effect on February 23.
Section 10 of the Revised Corporation Code paves the way for the creation of an OPC by removing the minimum number of incorporators that may organize a corporation. It further defined an OPC in Chapter III.
“The provision for a one-person corporation should encourage the formation of more businesses in the country by making it easier for entrepreneurs to start a limited liability company,” SEC Chairperson Emilio B. Aquino said.
“This is especially beneficial in an economy where micro, small and medium enterprises comprise more than 99 percent of business establishments and generate around 63 percent of jobs.”
Initially, applications for registration of OPC shall be filed manually with the Company Registration & Monitoring Department (CRMD), Ground Floor, Secretariat Building, Philippine International Convention Center (PICC), Roxas Boulevard, Pasay City.
WHAT ARE THE REQUIREMENTS?
- Cover Sheet
- Written Consent from the Nominee and Alternate Nominee
- Other Requirements, if applicable:
- Proof of Authority to Act on Behalf of the Trust or Estate (for trusts and estates incorporating as OPC)
- Foreign Investments Act (FIA) Application Form (for foreign natural person)
- Affidavit of Undertaking to Change Company Name, in case not incorporated in the Articles of Incorporation
- Tax Identification Number (TIN) for Filipino single stockholder
- Tax Identification Number (TIN) or Passport Number for Foreign single stockholder
- Filing Fees
- Name Reservation – Php 100.00 per company name and/or trade name
- Articles of Incorporation – 1/5 of 1% of the authorized capital stock but not less than Php 2,000.00
- Legal Research Fee (LRF) – 1% of the Registration/Filing Fee but not less than Php 20.00
- FIA Application Fee – Php 3,000.00, if the single stockholder is a foreign national
A foreign natural person may put up an OPC, subject to the applicable constitutional and statutory restrictions on foreign participation in certain investment areas or activities.
HOW TO APPLY FOR REGISTRATION?
- All name reservation requests shall be submitted manually at the SEC Head Office. CRMD personnel verifies the proposed company name; trade/business names by the applicant:
- If denied, the applicant needs to submit letter of appeal for rejected names subject to the approval of the CRMD appeal officer.
- Submit Articles of Incorporation with attached written consent of the nominee and alternate nominee and other requirements required for registration, for pre-processing.
- Pay the Filing Fees (Registration Fee, LRF and Name Reservation Fee).
- Submit hard copies of signed and notarized documents together with the proof of payment of filing fees at CRMD Receiving Unit.
- Receive the Approved Certification of Registration as One Person Corporation.
For clarifications, you may call the following numbers:
Direct Lines: 818-5235; 818-7187 Trunk Line: 818-0921 extension 254, 272
or contact Assistant Director Sampaguita R.H. Ladrido through email at email@example.com.
CEBU CITY EXTENSION OFFICE
SEC Bldg. V. Rama Ave. Guadalupe, Cebu City
Telephone Nos.: (032) 253-5337; 253-6987
ILOILO CITY EXTENSION OFFICE
SEC Bldg. Gen. Hughes St., Iloilo City
Telephone Nos.: (033) 337-9984; 335-0025
DAVAO CITY EXTENSION OFFICE
SDC Bldg., Purok 13 Maa Road, Brgy. Maa, Davao City
Telephone Nos.: (082) 298-2170; 298-1893
CAGAYAN DE ORO CITY
SEC Bldg. Corner 14th and Tomasaco Del Lara Sts., Cagayan De Oro City
Telephone Nos.: (088) 857-4325; (08822) 726-948 (Samsung)
Bell House, Historical Core Area, John Hay Special Economic Zone, Baguio City
Telephone Nos.: (074) 442-8170; 442-8171
SEC Bldg., 2nd Floor Chiniel (Avon) Bldg. Rizal St. Albay District, Legazpi City
Telephone No.: (052) 480-8272
ZAMBOANGA CITY SEC Bldg., San Jose Panigayan St., Zamboanga City
Telephone Nos.: (062) 991-7163; 993-1437
2F Legislative Bldg. Tarlac City
Telephone Nos.: (045) 491-0140; 491-0142
BACOLOD CITY P. Hernaez St., Extension, Brgy. Taculing, Bacolod City
Telephone No.: (034) 445-5714