SEC Introduction
The Securities and Exchange Commission (SEC) is the government agency responsible for regulating the corporate sector, capital markets, and securities industry in the Philippines. All corporations, partnerships, and other business associations must register with the SEC before they can legally operate in the country.
Choose your path
What is SEC?
- SEC stands for Securities and Exchange Commission
- SEC was established under Commonwealth Act No. 83 (The Securities Act) and reorganized under Republic Act No. 8799 (Securities Regulation Code)
- SEC registers and regulates all corporations, partnerships, and associations in the Philippines
- SEC also oversees the securities market, including the Philippine Stock Exchange and securities dealers
- SEC enforces the Revised Corporation Code of the Philippines (Republic Act No. 11232)
- SEC issues Certificates of Incorporation for new companies and monitors corporate compliance
- SEC offers online services through eSPARC (Electronic Simplified Processing of Application for Registration of Company) for new company registration, and eFAST (Electronic Filing and Submission Tool) for annual GIS and AFS filings
A Simple SEC Registration Overview
- Step 1: Verify and reserve your company name on SEC eSPARC.
- Step 2: Prepare the Articles of Incorporation and (where required) By-Laws.
- Step 3: Submit the registration documents through eSPARC.
- Step 4: Pay the registration and filing fees online.
- Step 5: Receive your Certificate of Incorporation (or Certificate of Registration for partnerships).
Example Explained
Step 1: Before registering a company, verify and reserve your proposed company name through SEC's eSPARC portal. The name must be distinguishable from existing registered entities.
Step 2: Draft the Articles of Incorporation (AOI) and By-Laws of your company. The AOI includes the company name, purpose, principal office, authorized capital stock, and names of incorporators.
Step 3: Submit all required registration documents through the SEC online portal. This includes the AOI, By-Laws, Treasurer's Affidavit, and other supporting documents.
Step 4: Pay the corresponding registration fees based on your authorized capital stock. Fees can be paid online or at SEC cashier windows.
Step 5: Once approved, SEC issues the Certificate of Incorporation which officially recognizes your company as a juridical entity with a separate legal personality.
SEC Services Overview
Company Registration
Register corporations, partnerships, and one-person corporations. Obtain your Certificate of Incorporation or Certificate of Registration through SEC's online systems.
Annual Compliance
File your annual General Information Sheet (GIS) and Audited Financial Statements (AFS) to maintain your company's good standing with the SEC.
Corporate Amendments
Amend your Articles of Incorporation or By-Laws to reflect changes in company name, purpose, capital stock, registered office, or other corporate details.
Name Reservation & Dissolution
Reserve a company name before registration, or file for voluntary dissolution to properly close a corporation that is no longer operating.
SEC Registration Fees
| Transaction Type | Filing Fee | Legal Research Fee | Processing |
|---|---|---|---|
| Corporation Registration | 0.2% of authorized capital stock (subject to a minimum filing fee — verify current minimum on sec.gov.ph) | 1% of filing fee | Via eSPARC |
| Partnership Registration | Based on capital contribution | 1% of filing fee | Via eSPARC |
| One-Person Corporation | Same formula as regular corporation | 1% of filing fee | Via eSPARC |
| Name Verification / Reservation | Shown at checkout on eSPARC | N/A | Same-day online |
| GIS / AFS Annual Filing | Varies; penalties apply for late or non-filing | 1% of filing fee | Via eFAST |
Note: Filing fees are based on the authorized capital stock for corporations or capital contribution for partnerships. Additional fees may apply for specific transactions such as amendments, increases in capital stock, or special permits. Check the SEC website for the latest fee schedule.
Important Reminders
- All corporations, partnerships, and associations must register with the SEC before commencing business operations
- SEC vs DTI: DTI registers sole proprietorships (one owner, unlimited personal liability). SEC registers corporations, partnerships, and the One-Person Corporation (OPC) — an OPC is owned by a single stockholder but enjoys limited liability, so it's often the right choice for solo entrepreneurs who want their business assets separated from their personal assets.
- After SEC registration, you must also register with the BIR (for tax), LGU (for business permit), SSS, PhilHealth, and Pag-IBIG (for employee benefits)
- Companies must file their GIS and AFS annually to maintain good standing — failure to comply may result in penalties or revocation
- Use SEC eSPARC for online registration and name verification of new companies
- Use SEC eFAST at efast.sec.gov.ph for online submission of GIS, AFS, and other reportorial requirements
Disclaimer
This guide is provided for general informational purposes only. The requirements, steps, fees, and procedures mentioned here may vary depending on the SEC office you visit. We recommend visiting your nearest SEC office first to confirm the specific requirements and process before preparing your documents.