CHECKLIST OF MANDATORY REQUIREMENTS UNDER RMO 32-01 (dated November 28, 2001)

TRANSFER OF PROPERTY TO A CONTROLLED CORPORATION/PARTNERSHIP

√ SUBMITTED / X NOT SUBMITTED / N/A NOT APPLICABLE

1. Original Copy of BIR Form 1927: Application and Joint Certification

2. Proof of payment of Certification Fee ( BIR Form No. 0605 )
3. Proof of Payment of Additional Fee for TCT/CCT/Certificate of Stock in excess
of ten (10)
4. Covering letter from the taxpayer which must be executed in accordance with
the guidelines set forth under Revenue Memorandum Order (RMO) No. 9-2014.
5. Duplicate original/ certified true copy of Deed of Transfer/Assignment/Exchange
which must state that the parties to the exchange shall undertake to comply
with the provisions of Revenue Regulations No. 18-01;
6. a. Original certified true copy of Articles of Incorporation or Partnership with
SEC of the transferor corporation/partnership;
b. Original certified true copy of By-Laws of the transferor
corporation/partnership
7. a. Original certified true copy of Articles of Incorporation or Partnership with
SEC of the transferee corporation/partnership;
b. Original certified true copy of By-Laws of the transferee
corporation/partnership
8. a. Original certified true copies of the Transfer Certificates of Title to the
properties to be transferred pursuant to the tax-free exchange, as certified by the
appropriate Registrar of Deeds;
b. Original certified true copies of the Condominium Certificates of Title to the
properties to be transferred pursuant to the tax-free exchange, as certified by the
appropriate Registrar of Deeds;
c. Original certified true copies of the Certificates of Stock to the properties to
be transferred pursuant to the tax-free exchange, as certified by the appropriate
Corporate Secretary;
9. a. Original certified true copies of the latest Tax Declaration of the properties
to be transferred pursuant to the tax-free exchange, as certified by the
appropriate local government unit's Assessor.
It is understood that any improvement is separately declared and therefore,
covered by a Tax Declaration distinct from the Tax Declaration on the land.
b. Original copy of Certification of No-improvement issued by the Assessor's
Office for lot only
10. If the tax declaration was issued three (3) or more years prior to the exchange
transaction, the Transferor shall include in the original certification by the local
government unit's Assessor that such declaration is the latest tax declaration
covering the real property;
11. Original copy of certification of the fair market value or zonal value of the
real property involved in the exchange. The zonal value shall be certified, as a
general rule, by the Chief, Asset Valuation Division at the 10th Floor, BIR National
Office. However, the Revenue District Officer or the Revenue Regional Director can
also issue the certification whenever access to the latest schedule of zonal values
CHECKLIST OF MANDATORY REQUIREMENTS UNDER RMO 32-01 (dated November 28, 2001) 1
TRANSFER OF PROPERTY TO A CONTROLLED CORPORATION/PARTNERSHIP
is electronically available to them.
12. Original copy of the sworn certification by the individual transferor or in the
case of a juridical person, by the Chief Financial Officer or his equivalent as to the
basis of the property to be transferred.

The original or adjusted basis, as the case may be, of each real property/share of
stock/or other property transferred must be itemized in the certification, instead
of a single lump sum in order to enable the Registrar of Deeds or the corporate
secretary, as the case may be, to annotate the substituted basis on the reverse
side of the Transfer/Condominium Certificate of Title to the real property involved
or of the Certificate of Stock, and in order to facilitate the determination of gain or
loss from a subsequent disposition of real properties/shares of stock and other
properties received in the exchange.
13. Original copy of the sworn statement of the amount and nature of any
liabilities assumed upon the exchange, and the amount and nature of any
liabilities to which any of the properties acquired in the exchange is subject. The
proper officer to issue the statement shall be the Chief Financial Officer or his
equivalent and confirmed by the President or the Chief Executive Officer or
Country Chairman or their equivalent;
14. Original certified true copy of the Audited Financial Statements of Transferor-
corporation, as of the transaction date.
15. a. If the application is to be signed and submitted not by the taxpayer himself,
but only by his authorized representative, the appropriate special power of attorney
shall be submitted with the application for a certification-ruling.
b. In the case of a juridical person, the corporate secretary shall issue a sworn
statement that the signing officer (i.e., at the very least, the Chief Financial Officer)
has been authorized by the Board of Directors to represent the company and has
personal knowledge of the facts of the exchange transaction.
16. Proof of payment of DST on the original issuance of shares in exchange for the
property and all related documents subject to DST upon execution

17. In connection with Increase in Authorized Capital Stock

a. Certificate of Increase in Capital Stock
b. Treasurer's Affidavit
c. Corporate Secretary's List of Stockholder
c. Waiver of Pre-emptive Rights
d. Director's Certificate on the amendment of Articles of Incorporation
e. Amended Articles of Incorporation of Transferee

18. If transferred property are shares of stock

a. Certified true copy Audited Financial Statement of the issuing corporation nearest
to date of transfer
b. Certification from Corporate Secretary of true ownership of shares and total
outstanding number of shares issued by issuing corporation

19. Other related documents

CHECKLIST OF MANDATORY REQUIREMENTS UNDER RMO 32-01 (dated November 28, 2001) 2
TRANSFER OF PROPERTY TO A CONTROLLED CORPORATION/PARTNERSHIP
a. Proof of original / historical cost or basis (Such as Deed of Sale, Deed of Donation, CAR)
b. Sworn statement of cancellation of mortgage or encumbrance, if applicable
c. Proof of filing of cancellation of mortgage or encumbrance filed with the RD, if applicable
d. SEC filed General Information Sheet (GIS) of the Transferee corporation nearest to date of
transaction

Note: Items No. 1 to 16 are the documentary requirements contained in RMO 32-01; however,
depending on the nature of transaction connected with the Sec 40 (C)(2) transaction, other
related documents may be requested e.g. resulting increase in authorized capital stock....

CHECKLIST OF MANDATORY REQUIREMENTS UNDER RMO 32-01 (dated November 28, 2001) 3
TRANSFER OF PROPERTY TO A CONTROLLED CORPORATION/PARTNERSHIP