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Sec Application

The document outlines the general provisions and terms of use for the OneSEC online registration system of the Philippine Securities and Exchange Commission (SEC). It states that registrants assume responsibility for using the system and must agree to the privacy policy, provide true information, pay fees, and submit original documents within one year. It also specifies conditions for simplified registration, including company type, name, purpose, term, and other details. Finally, it notes procedures for company names and requirements to change names if requested by the SEC.

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hernan bana
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0% found this document useful (0 votes)
61 views

Sec Application

The document outlines the general provisions and terms of use for the OneSEC online registration system of the Philippine Securities and Exchange Commission (SEC). It states that registrants assume responsibility for using the system and must agree to the privacy policy, provide true information, pay fees, and submit original documents within one year. It also specifies conditions for simplified registration, including company type, name, purpose, term, and other details. Finally, it notes procedures for company names and requirements to change names if requested by the SEC.

Uploaded by

hernan bana
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd
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A.

General Provisions
It shall be understood that the OneSEC is being implemented for the convenience of the transacting public,
thus, the registrant assumes all responsibilities associated with the use of this system, including but not
limited to the transfer of information to the SEC.
Moreover, by using this facility and proceeding to the registration application form, registrant agrees to the
following:
That the privacy policy has been read and understood.
That all the necessary information in pursuance of the company’s registration application are
provided and the given information are true and correct and were entered without any intention of
defrauding the Philippine Government.
That the corresponding registration fees are paid.
That the original Certificate of Incorporation (COI) shall be released only upon presentation and
submission of the copy of the Digital COI, copy of the proof of payment on the required fees
and four (4) hard copies of the originally signed and authenticated or notarized of the Articles of
Incorporation and/or By-laws together with all its attachments anytime through a two-way
transmittal system via courier/registered mail addressed to the SEC Main Office or to the selected
Extension Office within a period of one (1) year from the date stated in the Digital COI.
That the officially received registration application together with its attachments shall be
subjected to post-evaluation to determine compliance with the applicable laws, rules, and
regulations, notwithstanding the issuance of the COI;
Any falsity, misrepresentation or fraud determined during post evaluation contained in the Articles
of Incorporation and/or Bylaws shall constitute valid ground for revocation of the registration
and/or cancellation of the COI issued. However, minor corrections may be cured by either (1) filing
a Petition for Correction, if allowed, or (2) filing an application for amendment of the Articles of
Incorporation and/or Bylaws filed within ninety (90) calendar days from notice.
Failure to submit the originally signed and authenticated or notarized registration application
together with the Digital COI and proof of payment within the period of one (1) year from the date
indicated in the Digital COI shall result in the automatic revocation of the corporation’s
registration with this Commission.
Actions such as request for Certified True Copies, submission of reportorial requirements,
application for Amendment of Articles of Incorporation and/or By-laws and such other
applications deemed necessary in the operation of its business shall NOT be entertained, granted
or acted upon until the originally signed and authenticated or notarized four (4) hard copies of
the registration application is submitted and officially received by this Commission within a period
of one (1) year from the date indicated in the Digital COI.
If the end date of the one (1) year period falls on a weekend or a holiday, it may still be submitted
on the next working day.
That the information downloaded from this system bears a unique QR code of the Commission.
That the Commission shall not be responsible for any damage that may result from the use of this
online service or unauthorized use of the aforementioned QR code.
Right of Access
The SEC reserves the right to update or modify the OneSEC of the eSPARC from time to time.
The SEC further reserves the right to disable and/or terminate, without prior notice, the account of
any user who may violate or abuse the use of information and data downloaded from this system,
as well as the right to block access from a particular internet address to this system, at any time,
upon legitimate grounds as may be determined by the SEC.
Amendment of the Terms and Conditions
These Terms and Conditions may be changed by the Commission from time to time. All changes
will be posted on this system and your use hereof after such changes have been posted shall be
deemed as the voluntary giving of your consent to the Terms and Conditions as amended.
Governing Law
These Terms and Conditions shall be governed and construed in accordance with laws of the
Republic of the Philippines
*https://www.sec.gov.ph/wp-content/uploads/2020/05/SECMCNo16_1.pdf
B. Terms of Use
As the system aims to promote promptness, reliability and efficiency, the registrant has to conform with
the following conditions within a period of one day:

A. The company classification is “All Filipino”;


B. The proposed corporate name must comply to the following: (a) has a name descriptor according
to its industry classification; (b) does not contain any Trade Name/s ; and (c) not subject to any
Letter of Appeal for reconsideration; and (d) in explicit form (any set or group of letters does not
contain any acronym or meaning);
C. The primary purpose or the main activity is predetermined and is not subject to any
modification/correction;
D. The corporate term of existence is perpetual;
E. The incorporator/s, members of the Board of Directors and subscribers are Natural Person/s, of
legal age and resident/s of the Philippines;
F. The applicant corporation is not located in any of the economic zones;
G. The share type classification contains the following : (a) Common Shares; (b) with Par Value and (c)
Amount of par value is not less than P1.00 and in non-decimal currency;
H. The Mode of Payment for the subscription of shares is CASH;
I. The registration fees are paid immediately after the application through the SEC Payment Portal;
J. The applicant corporation is not required to secure clearance/endorsement from any Department
of SEC and/or other government agency/ies;
K. None of the incorporators, stockholders/members, directors/trustees, beneficial owners, and
officers of the applicant corporation have been convicted of or have pending criminal or
administrative case of felony or misdemeanor involving investment or investment-related
business, fraud, false statements or omissions, wrongful taking of property, bribery, forgery,
counterfeiting or extortion, or other felonies;
L. None of the incorporators, stockholders/members, directors/trustees, beneficial owners, and
officers of the applicant corporation are included in pertinent sanctions list circularized by the
Bangko Sentral ng Pilipinas (BSP), the Anti-Money Laundering Council (AMLC), the Anti-Terrorism
Council (ATC), and other domestic and/or international entities or organizations, such as the Office
of Foreign Assets Control (OFAC) of the U.S Department of Treasury and the United Nations
Sanctions List;
M. The SEC office chosen shall be the only office where the hard copies of the registration application
such as the Digital Certificate of Incorporation, proof of payment of the registration fees and
originally signed and notarized copies of the Articles of Incorporation and By-laws shall be
accepted.

Furthermore, the predetermined primary purpose or main business activity in the registration application
shall be exclusive and shall be subject to the following list of industry classification only, to wit:

1. Agriculture 18. Telecommunications


2. Fishery 19. Gas station
3. Electric generation 20. Travel agency
4. Hotel 21. Restaurant
5. Printing and Publishing 22. Mining
6. Activities of a holding
23. Security agency
company
7. Hospital 24. Recruitment
25. Arrastre and Stevedoring
8. Wholesale trading of goods
services
9. Retail trading of goods 26. Film production
10. Wholesale and retail trading
27. Logistics
of goods
11. Construction 28. IT/ software applications
12. Advertising 29. Sea transportation
13 Real estate 30. Air Trasnportation
14. Management consultancy 31. Cargo consolidator
32. Non-Vessel Operating
15. Land transportation
Common Carrier
16. Courier services 33. Schools
17. Business process outsourcing

C. Provisions on the Procedure


The proposed company name shall be subject to applicable provisions of the Revised Corporation Code of
the Philippines (R.A. No. 11232) and SEC Memorandum Circular No. 21, series of 2013, or the Omnibus
Guidelines on the Use of Corporate and Partnership Names, and related SEC rules and regulations.
(Link: https://www.sec.gov.ph/mc-2013/sec-memorandum-circular-no-21-2/)
The registrant undertakes to change the name of the corporation immediately upon receipt of notice from
the Commission that another corporation, partnership or person has acquired a prior right to the use of
such name, that the name has been declared not distinguishable from a corporation, or that it is contrary
to law, public morals, good customs or public policy. (Secs. 14 and 17 of the Revised Corporation Code of
the Philippines).
The Name Reservation Fee shall be charged together with the filing fees and shall be included in the
Payment Assessment Form (PAF) issued to the registrant.
Registration applications that do not fall under all of the above conditions should proceed to the eSPARC
Regular Processing.
If during the process of encoding, one of the required data do not conform with the scope enumerated
above, registrant has to cancel the application and proceed to eSPARC regular processing.
Failure of the registrant to complete the application within one day shall cause the system to automatically
purge the entire application, including the cancellation of a pre-approved Name Reservation.
Only system-generated registration application forms are acceptable. Any alteration, erasure, modification
or revision in the system generated registration application shall result in the automatic denial of the
application.
All communications regarding the status of the registration application shall be forwarded to the
designated email address provided by the registrant. Such communication may contain information about
the status of the application, instructions as well as the deadlines therefor. It shall be the sole
responsibility of the registrant to regularly check his/her designated email address to ensure that he/she is
sufficiently informed of the status of his/her application.
Failure to pay the assessed registration fees within one day from the issuance of the PAF shall result in the
automatic purging of the application from the system.
Fees other than the computed filing fees (e.g. bank surcharges) shall be for the account of the registrant.

CONSENT FORM OF SYSTEM USER


By using this facility and by providing your personal data, you hereby authorize the Securities and
Exchange Commission (SEC) to collect and store the said data, Data such as but not limited tofull names,
nationalities, TINs and/or passport numbers, email addresses and mobile numbers with the use of
electronic or automated means, shall be stored within the period allowed under applicable laws, rules and
regulations, for the purpose of processing your application for registration either as One Person
Corporation (OPC) and Domestic corporations (stock and non-stock) with 2 or more incorporators who
may either be natural person, partnership, association or corporations, singly or jointly with others but not
more than fifteen (15) in number. You also acknowledge and consent to the collection and processing of
your personal data as part of the requirements for registration.

CERTIFICATION
1. I HERNAN REGNIM BANA, the duly appointed representative of HOLYFOJ COMMERCIAL
CORPORATION and its incorporators/partners/resident agent/s which is currently in the process of
securing their business registrations/licenses;
2. I have read and understood the ELectronic Simplified Processing of Application for Registration of
Company (ESPARC)’s Terms of Use and Privacy Policy;
3. Upon verification with the incorporators/partners/resident agent/s, the true and correct information for
the pursuance of the application of HOLYFOJ COMMERCIAL CORPORATION for registration has been
ascertained, and thereafter personally encoded by me through the SEC - ESPARC;
4. That fully-accomplished physical copies of the documents submitted in support of the application for
registration have been reviewed by me and I confirm that the information indicated therein accurately
reflect and match the data already provided through the ESPARC;
5. The documents submitted will be subjected to a post-registration evaluation to determine compliance
with the applicable laws, rules and regulations;
6. That the names of the Incorporator/s, Director/s, Trustee/s, Officer/s, Nominee and Alternate Nominee
(for OPC) or Partners have been encoded in good faith and with consent that the stated individuals and/or
respective representative/s of the juridical entity/ies are part of the corporation/partnership;
7. Any defect in the Articles of Incorporation and/or By-laws/Partnerships/License to transact business in
the Philippines shall constitute a valid ground to revoke the registration and cancel the certificate issued.
Provided, however, that if the defect may be cured by a Petition for Correction, or an application for
amendment, of the Articles of Incorporation and/or By-laws, HOLYFOJ COMMERCIAL CORPORATION will
file the necessary remedial measure within ninety (90) calendar days from notice of the defect.
I ASSUME FULL RESPONSIBILITY UNDER PENALTY OF PERJURY AND/OR OTHER APPLICABLE LAWS
THAT THE FOREGOING ATTESTATIONS ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE.

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