Corporate Charter Template for United States

A Corporate Charter is your company's official birth certificate in the Philippines - it's the founding document that brings your business to life as a legal entity. When approved by the Securities and Exchange Commission (SEC), it outlines your company's basic information, structure, and operating rules.

The charter must include your company's name, purpose, principal office location, capital structure, and the names of your incorporators. It sets important ground rules like how shares are distributed, who makes key decisions, and what happens if the company needs to change direction. Under the Revised Corporation Code, you'll need this document to open bank accounts, sign contracts, and conduct official business.

You need a Corporate Charter when starting any corporation in the Philippines - it's a mandatory first step before your business can legally operate. The SEC requires this document during company registration, and you can't proceed without it. Banks and other institutions will ask to see your charter when opening accounts or entering into major contracts.

Keep your charter readily accessible for important business moments: applying for licenses, securing loans, bringing in new investors, or expanding operations. During audits or regulatory inspections, having a properly filed charter helps demonstrate your compliance with Philippine corporate laws. It also becomes crucial when making fundamental changes to your business structure or ownership.

• Standard Corporate Charter: The basic version required for most corporations, including primary business details, capital structure, and governance rules.
• One Person Corporation Charter: A streamlined version specifically designed for single-shareholder companies under the Revised Corporation Code.
• Non-Stock Corporation Charter: Modified format for non-profit organizations, focusing on purpose and membership rather than share capital.
• Close Corporation Charter: Special version with enhanced restrictions on share transfers and management structure.
• Foreign Corporation Branch Charter: Adapted version for foreign companies establishing a Philippine branch, incorporating additional requirements for foreign entities.

• Incorporators: The initial founders who sign and submit the Corporate Charter to the SEC, typically requiring at least 2-15 individuals for standard corporations.
• Corporate Secretary: Maintains and certifies the charter, ensures proper filing, and handles amendments when needed.
• Board of Directors: Operates within the charter's framework and ensures company activities align with stated objectives.
• SEC Officials: Review and approve the charter, ensuring compliance with Philippine corporation laws.
• Shareholders: Their rights, voting powers, and ownership structure are defined by the charter's provisions.

• Company Details: Gather proposed corporate name, principal office address, and specific business purposes.
• Capital Structure: Determine authorized capital stock, par value per share, and initial subscription amounts.
• Incorporator Information: Collect names, addresses, and citizenship of all incorporators with their respective share subscriptions.
• Board Structure: Define number of directors, qualifications, and term limits following SEC guidelines.
• Compliance Check: Verify name availability with SEC, prepare tax identification documents, and complete GIS forms.
• Document Review: Our platform generates a legally-compliant Corporate Charter template, ensuring all mandatory elements are properly included.

• Corporate Name: Full legal name with required "Corporation" suffix, verified as available with SEC.
• Primary Purpose: Clear statement of main business activities and specific powers of the corporation.
• Corporate Term: Duration of corporate existence, typically perpetual under current Philippine law.
• Capital Structure: Authorized capital stock, par value, and subscription requirements.
• Governance Details: Board composition, officer positions, and voting requirements.
• Dissolution Terms: Procedures for voluntary dissolution and asset distribution.
• Incorporator Information: Names, addresses, and citizenship of all founding members with signatures.

A Corporate Charter differs significantly from a Corporate Governance Document. While both are essential for business operations in the Philippines, they serve distinct purposes and are used at different stages of corporate life.

• Legal Status: A Corporate Charter is your foundational document filed with the SEC to establish your company's existence, while a Corporate Governance Document outlines internal management procedures and policies.
• Timing and Implementation: The Charter must exist before company formation, while Governance Documents can be created and modified throughout operations.
• Scope of Content: Charters contain basic corporate information and structure, while Governance Documents detail specific operational procedures, board responsibilities, and compliance protocols.
• Amendment Process: Charter changes require SEC approval and formal filing, whereas Governance Documents can be updated through internal board approval.