Business Compliance Guide

Stock Corporation

Securities and Exchange Commission:

1. Business Name Reservation:
http://iregister.sec.gov.ph/MainServlet

Notice of Non-acceptance of payments for corporate and

partnership name reservations through UNIONBANK
Please be advised that effective June 8, 2015, payments for
corporate and partnership name reservations through the
UNIONBANK shall NOT be accepted. Payments for name
reservations may only be made through the SEC Offices and Land
Bank of the Philippines branches.

Also, fill-out forms for the Articles of Incorporation and By-Laws and
Articles of Partnership in the i-Register of "online transaction" is
already discontinued.

However, you may download forms at the SEC Website,

http://www.sec.gov.ph under the "Downloadble Forms".

Notice on Confirmation of Company Name Reservation

Please be advised that Company Names reserved online must be
confirmed at Name Reservation Unit, 2nd floor SEC Building, EDSA-
Greenhills, Mandaluyong City or at any of the SEC Satellite Offices
within four (4) calendar days from date of online reservation. Non
Confirmation of reservation within specified period will forfeit the
online reservation.

Confirmation is required because the Corporation Code of

the Philippines, Sec 18. provides that "No corporate name
may be allowed by the Securities and Exchange Commission
if the proposed name is identical or deceptively or
confusingly similar to that of any existing corporation or to
any other name already protected by law or is patently
deceptive, confusing or contrary to existing
laws."Compliance therewith compels us to personally
determine if reserved names are not deceptively or
confusingly similar or patently deceptive or confusing to
registered entities.
After confirmation, applicant must secure a Reservation Payment
Confirmation. A mere Reservation Notice is not sufficient for the
acceptance of any application for registration, or charge of name of
a corporation or partnership.

Barrantes, Hannah R.
hannahbarrantes@gmail.com
 Once the Reservation Payment Confirmation has been issued, the
reservation fee must be paid at the Cashier, SEC Main Office or at
any of designated Landbank branches.
For the guidance of all concerned.
even the computer novice, to use this web-based company
registration system from the convenience of their desktop.

With SEC-iRegister, clients can do the following online:

a. Verifying the availability of the desired name for corporation or
partnership
b. Reserving the verified name
c. Accomplishing and printing the registration online without the
need to buy the SEC forms

2. Accomplishment of Forms (GIS, Cover Sheet, Affidavits, By

Laws, Articles of Incorporation)

Forms shall now be bought in the SEC office (complete

Set) for PHP 510.00*** *Please see Schedule of Fees
* Note that SEC forms should be filled up using a typewriter.

3. Payment of Fees

Schedule of Fees:
http://www.sec.gov.ph/online-services/registration-calculator-2/

1. Articles and By Laws: PHP 510

2. Filing fee is 1/5 of 1% of the authorized capital stock or the

subscription price of the subscribed capital stock whichever is higher but
not less than P1,000.00

3. LRF - Legal Research Fee equivalent to 1% of filing fee but not less
than P10.00

4. Stock & Transfer Book (including Registration): PHP 470

EXAMPLE: Capital Stock of PHP 50,000.00 Registration Fee is PHP

1,520.00 plus PHP 470.00 for S&T Book.

4. Certificate of Incorporation

Intellectual Property Office:

Trademark for Business name and brand

Barrantes, Hannah R.
hannahbarrantes@gmail.com
 1. In applying for a trademark with the IPO, the following documents
must be submitted:

1. Application form
2. Trademark specimen (attached to the application from)
3. Special Power of Attorney (if the application is being processed by
a trademark agent or representative)

2. Goods and services are classified into different classes which are
guided by the Nice Classification (pursuant to an international
treaty). It is best to consult with your intellectual property lawyer
regarding this matter and other details that have to be spelled out
in the application form.

3. The government fee for a trademark application in one (1) class for
small entities (assets less than 100 million pesos) is One Thousand
Eighty Pesos (P1,080.00). If there are many classes, you just
multiply the amount to the number of classes. If the trademark has
color, then an additional Two Hundred Fifty Pesos (P250.00) must be
paid for each class. It must also be remembered that an additional
one percent (1%) is assessed as legal research fund for the
government fees paid to the IPO.

4. After the application has been filed, the IPO will conduct a
trademark search to determine if there are similar marks.
Thereafter, it will be assigned to a Trademark Examiner who will
check the application and signify his objections or comments in the
form of Registrability Reports. One should not disregard these
reports because failure to respond to these reports within two (2)
months from its mailing date will result in the abandonment of the
application.

5. If the Trademark Examiner does not have any objections to the

application or if the objections were properly traversed, a Notice of
Allowance will be issued by the IPO. The government fee for
publication and issuance is Two Thousand One Hundred Twenty-One
Pesos (P2,121.00) for small entities. Again, the Notice of Allowance
should not be ignored because if the fees are not paid within two (2)
months from mailing date, then the application is also considered as
abandoned.

6. After the fees have been paid, the application shall be published in
the e-gazette of the IPO. Third parties may within thirty (30) days of
the publication, oppose the application. If the application is
opposed, then the proceedings become adversarial because it will
now be prosecuted before the Bureau of Legal Affairs of the IPO. The

Barrantes, Hannah R.
hannahbarrantes@gmail.com
 process in such case is similar to that in courts. The process is
summary in nature and testimonies are done by way of affidavits.

7. If there is no opposition to the application during the publication,

then the application will be deemed registered and the
corresponding Certificate of Registration issued in approximately 3
to 5 months.

(Nicolas De Vega Law)

Patent for applications or inventions (except computer

programs Codes etc)

Business Permit (varies per city/municipality)

FEE: depends per Municipality, but Mayors Permit costs
PHP 1,000.00. Approximately, with the other requirements,
it is around 2000-4000.

1. Barangay Clearance

2. DTI Business Name Certificate (Single Proprietor)

3. Certificate of SEC Registration / Articles of Incorporation (for

Corporation) / Articles of Partnership (for Partnership)

4. Public Liability Insurance (for Restaurants, Cinemas, Malls, etc.)

5. Authorization Letter of owner with ID

6. Lease Contract / Tax Declaration

7. SSS (Certification / Clearance)***not required until BP officer says

so

8. CTC (Community Tax Certificate-CEDULA)

PROCESS:

1. Application and submission of requirements

The accomplished business transaction form together with the

requirements shall be submitted to the Bureau of Permits (BP). The BP

Barrantes, Hannah R.
hannahbarrantes@gmail.com
personnel shall encode the business transaction form details and the
requirements for processing and computation of business permit fee. The

BP personnel shall issue a computer generated Business Identification

Number (BIN) slip to the applicant.

2. Assessment of business tax and regulatory fees

The applicant shall proceed to the License Division of the City Treasurers

Office for computation and assessment of Business Tax and Regulatory

Fees. The applicant shall present the issued Business Identification

Number to a licensing officer on duty. The latter shall then compute and
generate the License and Regulatory Fees Form which shall be given to the

applicant.

3. Payment of license and regulatory fees

The applicant shall proceed to the cashier and shall present the issued
License and Regulatory Fees (LRF) Form. The cashier shall receive and

record the payment of the applicant and shall validate the LRF Form which
will serve as the Official Receipt.

4. Release of Business Permit

The applicant shall go back to the Bureau of Permits office. After verifying

the Official Receipt, a personnel will generate the Business Permit and it
will be released to the applicant upon signing of the BP Director

Bureau of Internal Revenue:

1. TIN Registration (PHP 500.00)
CORPORATIONS/PARTNERSHIPS (Including Government-
Owned and -Controlled Corporations) (Taxable /Non-Taxable)

Tax Form
BIR Form 1903 - Application for Registration for Corporations/
Partnerships (Taxable/Non-Taxable)

Documentary Requirements
For Corporations/Partnerships
Copy of SEC Registration and Articles of Incorporation/Articles of
Partnerships, as the case may be;
Copy of Mayors Business Permit or duly received Application for
Mayors Business Permit, if the former is still in process with the LGU

Barrantes, Hannah R.
hannahbarrantes@gmail.com
 Other documents for submission only if applicable:
a) Contract of Lease;
b) Certificate of Authority if Barangay Micro Business Enterprises
(BMBE) registered entity;
c) Franchise Agreement;
d) License to Do Business in the Philippines, in case of resident
foreign corporation;
e) Proof of Registration/Permit to Operate with BOI, SBMA, BCDA,
PEZA.

2. Permit to Print (Receipts) - free

Documentary Requirements for new application of Authority to

Print

BIR form 1906 together with the following:

- Job order

- Final & clear sample of Principal & Supplemenatary Receipts/Invoices

Barrantes, Hannah R.
hannahbarrantes@gmail.com