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Articles Of Incorporation Public Template for Philippines

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Key Requirements PROMPT example:

Articles Of Incorporation Public

"I need Articles of Incorporation Public drafted for a family-owned retail corporation to be established in Manila, with an authorized capital stock of 5 million pesos and five local incorporators, planning to start operations in March 2025."

Document background
Articles of Incorporation Public represents the founding document required to establish a corporation in the Philippines. This document must be filed with the Securities and Exchange Commission (SEC) and comply with the Revised Corporation Code of the Philippines (RCC). It is used when establishing a new corporation or converting an existing business into a corporate entity. The document contains crucial information including corporate name, purpose, capital structure, governance framework, and incorporator details. Under Philippine law, Articles of Incorporation must be signed by at least five but not more than fifteen incorporators, majority of whom must be residents of the Philippines. The document becomes effective upon approval by the SEC and serves as evidence of corporate existence, defining the corporation's powers, limitations, and basic organizational structure.
Suggested Sections

1. Article I - Name of Corporation: The complete and exact corporate name, which must comply with SEC naming guidelines and include 'Corporation', 'Incorporated' or 'Inc.'

2. Article II - Purpose Clause: Primary and secondary purposes of the corporation, detailing the business activities it will engage in

3. Article III - Principal Office: Complete address of the principal office, which must be located within the Philippines

4. Article IV - Corporate Term: Duration of corporate existence, which under the RCC is now perpetual unless specifically limited

5. Article V - Capital Structure: Authorized capital stock, par value, and classes of shares if applicable

6. Article VI - Names, Nationalities, and Residences of Incorporators: Details of incorporators who must be at least 5 but not more than 15, majority of whom must be Philippine residents

7. Article VII - Number of Directors: Number of directors (between 5 and 15) and their qualifications

8. Article VIII - Subscription and Payment of Subscription: Names of subscribers, their nationalities, and the number of shares subscribed and paid

9. Article IX - Corporate Officers: Designation of corporate officers and their roles

Optional Sections

1. Article on Preemptive Rights: Include when shareholders are to be given first rights to subscribe to additional issuances of shares

2. Article on Board Committees: Include for larger corporations planning to establish specific board committees

3. Article on Foreign Ownership Limitations: Include when the corporation operates in a regulated industry with foreign ownership restrictions

4. Article on Arbitration: Include when the corporation wants to specify arbitration as the primary dispute resolution mechanism

5. Article on Stock Transfer Restrictions: Include when there are specific restrictions on the transfer of shares

6. Article on Corporate Governance: Include for corporations planning to adopt specific corporate governance policies beyond statutory requirements

Suggested Schedules

1. Treasurer's Affidavit: Sworn statement regarding the paid-up capital stock of the corporation

2. Certificate of Bank Deposit: Proof of deposit of paid-up capital in a Philippine bank

3. Tax Identification Documents: Documents showing tax registration and compliance

4. Secondary License Requirements: Additional permits/licenses if required for regulated industries

5. Undertaking to Change Corporate Name: Required if proposed name is similar to existing corporations

6. Foreign Investment Authorization: Required documents for corporations with foreign equity

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























Clauses






























Relevant Industries

Manufacturing

Retail

Technology

Financial Services

Real Estate

Healthcare

Education

Professional Services

Tourism and Hospitality

Construction

Agriculture

Mining

Transportation

Media and Entertainment

Energy and Utilities

Import/Export

Telecommunications

Relevant Teams

Legal

Compliance

Corporate Secretariat

Board of Directors

Executive Management

Finance

Regulatory Affairs

Corporate Governance

Risk Management

Investment Relations

Administrative

Relevant Roles

Chief Executive Officer

Corporate Secretary

Legal Counsel

Compliance Officer

Board Director

Chief Financial Officer

Corporate Treasurer

Business Development Manager

Regulatory Affairs Manager

Company President

Managing Director

Corporate Governance Officer

Vice President for Legal Affairs

Risk Management Officer

Investment Relations Officer

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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