MC No. 07 s.2019 – Guidelines on the Establishment of a One Person Corporation (OPC)

APPLICATION FOR REGISTRATION OF ONE PERSON CORPORATION What are the requirements:

1. Cover Sheet
2. Articles of Incorporation for One Person Corporation (Natural Person, Trust or Estate) Please take note of the Commission’s privacy policy with regard to Articles of Incorporation filed with it. You may read the Privacy Notice for Registrants of One Person Corporations at https://www.sec.gov.ph/one-person￾corporations/.
3. Written Consent from the Nominee and Alternate Nominee
4. Other Requirements, if applicable: a. Proof of Authority to Act on Behalf of the Trust or Estate (for trusts and estates incorporating as OPC) b. Foreign Investments Act (FIA) Application Form (for foreign natural person)1 c. Affidavit of Undertaking to Change Company Name, in case not incorporated in the Articles of Incorporation d. Tax Identification Number (TIN) for Filipino single stockholder e. Tax Identification Number (TIN) or Passport Number for Foreign single stockholder
5. Filing Fees a. Name Reservation – Php100.00 per company name and/or trade name b. Articles of Incorporation -1/5 of 1% of the authorized capital stock but not less than Php2,000.00 c. Legal Research Fee (LRF) - 1% of the Registration/Filing Fee but not less than Twenty Pesos (Php20.00) d. FIA Application Fee – Php3,000.00, if the single stockholder is a foreign national. e. Documentary Stamp – Php30.00

• 1 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:

1. Initially, 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: a. If denied, the applicant needs to submit letter of appeal for rejected names subject to the approval of the CRMD appeal officer.
2. Submit Articles of Incorporation with attached written consent of the nominee and alternate nominee and other requirements required for registration, for pre￾processing.
3. Pay the Filing Fees (Registration Fee, LRF and Name Reservation Fee)
4. Submit hard copies of signed and notarized documents together with the proof of payment of filing fees at CRMD Receiving Unit
5. Receive the Approved Certification of Registration as One Person Corporation. Illustration: SEC Staff verifies the proposed company name Applicant submits Registration Documents for pre￾processing Applicant pays the Filing Fees.

Applicant submits hard copies of signed and notarized Registration Documents together with the proof of payment of filing fees Applicant receives the Approved Certificate of Registration. END OF PROCESS