Legal BlogProposed Changes in the Corporation Code of the Philippines

October 11, 20132
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The Securities and Exchange Commission (SEC) has just recently submitted to the Department of Finance of the Philippines its proposed amendment to the Batas Pambansa Bilang 68 or otherwise known as the Corporation Code of the Philippines. This is a first in many years that the implementing agency itself has sought the amendment of the law that has guided them for so many years in regulating almost 800,000 registered corporations in the country. In news articles, the SEC Chairperson, Teresita J. Herbosa, shares that they seek to amend or repeal almost 200 items in the current law which was last amended in 1980. Several moves from past and present members of Congress also sought amendments to the corporation code, but all were just minor provisions of the law.

Among the major proposed amendments is the inclusion of the registration of “one-person corporations” which would limit the liability of the sole incorporator or director to its capital only unlike in a sole proprietor business set-up. This is direct response, according to Chair Herbosa, to evolving times and the demand for modernization.

Also, if the proposed amendments pass into law, the current life span of all Philippine corporations may now be stretched to perpetuity instead of the 50-year limit.

Although the proposed amendment may take a while before it becomes into law, the SEC version will be included in the priorities of the Legislative Development Advisory Council of the Office of the President of the Philippines and quite a number of Senators and Congressmen have expressed interest into supporting it and even sponsoring the passage of the said amendment.

Triple i Consulting sees the effort of the SEC to modernize itself as an opportunity to boost the momentum of selling the Philippine business market into the whole world as it seeks to adopt into the evolving international trends. In fact several services are already being offered by SEC through their web portal. For example, a person with internet access can now conduct due diligence study of a certain corporation by accessing its I-View portal or an interested business investor may now check the availability of its proposed corporation name on-line through its I-Register portal. These and all other innovative moves to better serve the public has been put in place by the SEC are a promise to the main thrust of the government to “ease the doing of business” in the Philippines.

2 comments

  • Tom

    October 14, 2013 at 12:39 am

    So if these changes are affected, does that mean Philippines will have similar LLC Corporations like they have in the US?

    Reply

    • Judah Z Hirsch

      October 14, 2013 at 12:58 am

      Hi Tom,

      The Philippines currently has LLCs (Limited Liability Corporations) in fact all corporations in the Philippines are limited in the liability that they pass to their shareholders. However these changes may do away with the requirements to have 5 directors (all of whom must be shareholders) and possibly affect the relationships of treasurers and corporate secretary.

      Reply

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