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Change of business address (Part 1): What it means for your corporation

The importance of a good location gives you reason to transfer your business from one address to another. Location determines the amount of traffic that your business will see, how easy it is for your customers to get to your store or office, and the visibility of the business and signage from the street.

Other factors may also play a part in your decision to move your business. Maybe the rent is cheaper, or perhaps, your client base or qualified employees are more concentrated in another area. Whatever the case, if you make the big move, you’ll need to file the necessary documents with the right government agencies.

 

Changing your business address is a rather long and complicated process that may take months to accomplish. Here are the steps you need to take:

 

  1. Amend Articles of Incorporation

First, you have to amend your Articles of Incorporation.

  • Obtain a Director’s Certificate. This is a notarized document that confirms the amendment of the Articles of Incorporation and the time and date this was decided on. It also attests that the change was decided with a majority vote.

  • The tax identification numbers of the directors should be included under their names on the Director’s Certificate. This must be signed by the corporate secretary and the signatures of the majority of the directors.

  • You will also need a Secretary’s Certificate. This is a notarized document from the corporate secretary certifying that there is no dispute within the company regarding the amendments to the Article of Incorporation.

When these steps are completed, submit the documents to the Securities and Exchange Commission (SEC). Once your documents are found to be in order, you’ll be asked to pay a fee.

Next, file the application at the Receiving Unit of the SEC’s Company Registration and Monitoring Division, and claim a Certificate of Amendment of Articles of Incorporation, verifying all the changes.

 

  1. Acquire Certificates of Closure

Unfortunately, you can’t just transfer your business to a new location. You’ll need to “retire” or “close” the business in your old location and set up a “new” one in another place. This has to be done at the Barangay and municipality levels.

At the Barangay level, to get a certification that the business is “closed”, you have to present the following:

  • The original (plus a copy) of your latest Barangay Clearance

  • A Letter of Request for Retirement.

If your new location is in another city or municipality, you will also have to file for the retirement of your business at the municipal or city hall of your old location. Check the website of the city or town for the requirements, as these may vary by location.

This is just the first part of the lengthy process involved in changing your business address. We will be discussing the remaining steps here on our blog. If you need more information now, Filepino will be happy to answer your questions, and provide any other legal advice on doing business in the Philippines. Give Filepino a call at +1.806.553.6552 in the US and +63.917.8922337 in the Philippines.