Principal Office Address: Amending the Articles of Incorporation

Corporate compliance, just like tax and other reportorial requirements, is easier if handled by an army of staff, whether organic or outsourced. For small and medium entrepreneurs (SMEs), however, employees cannot be considered as mere items of expense in the corporate books, for the simple reason that SMEs are naturally saddled with a lower spending cap. The enterepeneur ends up doing the marketing and selling, while performing the administrative backend, including corporate compliance. 

One requirement relates to the company’s principal address. If you are in-charge of an entity registered with the Securities and Exchange Commission (SEC) — whether a corporation or a partnership — you must be familiar with the requirement on the principal office address.  The requirement, in a nutshell: the complete address must be specified in the Articles of Incorporation or Articles of Partnership — if feasible, the street number, street name, barangay, city or municipality, and if applicable, the name of the building, the number of the building, and name or number of the room or unit.

Companies that seek registration must comply with this requirement. For companies that have been registered but are non-compliant with the requirement, the deadline for complying with this requirement is 30 June 2015.

Companies with a new office address within the SAME city or municipality need not amend the Articles of Incorporation, but must declare the change in its annual General Information Sheet (GIS). In all other cases, including instances when a company changed or changes its principal address to ANOTHER city or municipality, the company must file an amended Articles of Incorporation.

Refer to the Summary at the Philippine e-Legal Forum. See also SEC Memorandum Circular No. 6 (series of 2014; full text) and SEC Memorandum Circular No. 16 (series of 2014; full text).

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