Articles of Incorporation Philippines Guide

The Articles of Incorporation are the corporation’s foundational public document. They identify the corporate name, purposes, term, principal office, incorporators, board structure and capital information required by law.

Controlling authority

The Revised Corporation Code states the required contents and governs amendments, corporate purposes and powers. SEC forms and portals control the current filing format.

Decisions to make before drafting

• Exact primary and secondary purposes
• Corporate name and principal office
• Perpetual term unless another term is stated
• Number and qualifications of directors or trustees
• Authorized capital, classes of shares, par value and subscriptions
• Foreign-ownership and sector restrictions
• Special provisions consistent with law

Preparation and filing

1. Classify the business activity and ownership.
2. Use the current SEC form or generated document.
3. Reconcile names, citizenship, addresses and capital figures.
4. Obtain the required signatures and authentication.
5. File through the current SEC registration route.
6. Preserve the accepted Articles and Certificate of Incorporation.

Amendments

An amendment may require board and shareholder approval, an amended document and SEC approval. A private agreement cannot silently override the registered Articles.

Sources and review

• Republic Act No. 11232
• SEC official website

Verified 22 September 2026. Confirm current forms and filing instructions before submission.