Legal BlogRole of company directors in the Philippines

April 25, 2016

What is the role of company directors in the Philippines? According to the Corporation code of the Philippines, every director must have at least 18 years old and will ideally have a clean criminal record and a college graduate. A director must be also a shareholder of at least 1 share.

A director should be the expected to be knowledgeable and mature when transacting business for the company and must be aware of his accountability. In fact, a director can be liable for damages if he acts in bad faith when directing affairs for the corporation.

The role of company directors should be defined in the By Laws that outlines the structure of a company and determines the way your company should operate. Further information pertaining to the annual meeting date and the accounting period (calendar or fiscal), should also be reflected in this important document.

Furthermore, the Securities and Exchange Commission (SEC) of the Philippines requires that there are at least five (5) but not more than fifteen (15) Incorporators/ Directors. Each Incorporator/ Director must also own at least one (1) share of the corporation. The SEC furthermore requires that at least the majority of the Incorporators and Members of the Board are residents of the Philippines

Determining the exact role of the company directors in your business and the different type of stock of shares is imperative. If you would like to get professional advice from our team specialized in business registration and corporate law, do not hesitate to contact us.

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