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Articles Of Incorporation Ownership Percentage

Articles Of Incorporation Ownership Percentage Template for Philippines

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Key Requirements PROMPT example:

Articles Of Incorporation Ownership Percentage

"I need Articles of Incorporation Ownership Percentage for a technology startup in Manila, with three local founders having 30% each and a foreign investor holding 10%, to be established in March 2025."

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Document background
Articles of Incorporation Ownership Percentage documents are required when establishing a corporation in the Philippines under the Revised Corporation Code. This document is essential for any business seeking to incorporate and clearly define its ownership structure. It must be filed with the Securities and Exchange Commission and includes crucial information such as the corporation's name, purpose, principal office, capital structure, and detailed breakdown of ownership percentages among shareholders. The document is particularly important in cases involving multiple shareholders, foreign ownership considerations, or industry-specific ownership requirements. It serves as the primary reference for ownership rights and responsibilities, corporate governance structure, and compliance with Philippine corporate laws and regulations.
Suggested Sections

1. Corporate Name: The complete and exact corporate name that complies with SEC naming regulations

2. Principal Office: Complete Philippine address of the corporation's principal office

3. Corporate Purpose: Specific statement of the corporation's primary and secondary purposes

4. Capital Structure: Details of authorized capital stock, par value, and classes of shares

5. Incorporators and Shareholders: Names, nationalities, and addresses of incorporators and initial shareholders with their ownership percentages

6. Board of Directors: Number, names, and citizenships of initial directors and their subscription details

7. Corporate Term: Duration of corporate existence (typically perpetual under the RCC)

8. Share Subscription: Details of subscribed capital and paid-up capital of each incorporator

9. Treasurer: Name and address of appointed Treasurer who will be responsible for custody of corporate funds

Optional Sections

1. Preemptive Rights: Include when shareholders are to be given special rights to maintain their ownership percentage in future share issuances

2. Transfer Restrictions: Include when there are specific restrictions on the transfer of shares

3. Foreign Ownership Limitations: Include when the corporation operates in an industry with foreign ownership restrictions

4. Voting Rights: Include when creating different classes of shares with varying voting rights

5. Board Committees: Include when establishing specific committees within the Board of Directors

6. Corporate Officers: Include when specifying additional officer positions beyond the mandatory ones

Suggested Schedules

1. Schedule A - Ownership Structure: Detailed breakdown of share ownership, including number of shares, percentage, and class of shares for each shareholder

2. Schedule B - Share Transfer Provisions: Detailed procedures and restrictions for transferring shares

3. Schedule C - Subscription Agreement: Details of share subscription and payment arrangements

4. Schedule D - Board Resolution: Initial board resolutions adopted during incorporation

5. Appendix 1 - Treasurer's Affidavit: Sworn statement from the Treasurer regarding paid-up capital

6. Appendix 2 - Tax Identification: Tax registration information and certificates

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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alex.den.21@genieai.co
Relevant legal definitions
Articles of Incorporation
Authorized Capital Stock
Board of Directors
By-laws
Capital
Common Shares
Corporation
Dividends
Fully Paid Shares
Incorporators
Majority Vote
Officers
Ordinary Shares
Ownership Interest
Par Value
Preferred Shares
Principal Office
Quorum
Registered Office
Securities and Exchange Commission
Share Certificate
Shareholder
Subscription Agreement
Subscribed Shares
Transfer of Shares
Treasury Shares
Voting Rights
Watered Stock
Corporate Secretary
Treasurer
Relevant Industries

Technology

Manufacturing

Retail

Financial Services

Real Estate

Healthcare

Education

Professional Services

Construction

Agriculture

Mining

Tourism

Transportation

Media and Entertainment

Energy

Relevant Teams

Legal

Corporate Secretariat

Compliance

Finance

Executive Leadership

Risk Management

Corporate Governance

Investor Relations

Administrative

Business Development

Relevant Roles

Chief Executive Officer

Corporate Secretary

Legal Counsel

Compliance Officer

Chief Financial Officer

Corporate Lawyer

Business Development Manager

Company Director

Board Member

Managing Director

Incorporation Specialist

Corporate Governance Officer

Risk Management Officer

Investment Manager

Shareholder Relations Manager

Industries
Revised Corporation Code of the Philippines (Republic Act No. 11232): Primary legislation governing the establishment, operation, and regulation of corporations in the Philippines. Contains requirements for Articles of Incorporation, corporate structure, and ownership provisions.
Securities Regulation Code (Republic Act No. 8799): Regulates the securities market and contains provisions relevant to share ownership, distribution, and transfer of corporate securities.
Foreign Investments Act of 1991 (Republic Act No. 7042): Regulates foreign ownership in Philippine corporations, including restrictions on certain industries and maximum ownership percentages.
SEC Memorandum Circular No. 14-2019: Contains specific guidelines for the implementation of the Revised Corporation Code, including requirements for Articles of Incorporation.
National Internal Revenue Code: Contains tax provisions relevant to corporate ownership, share transfers, and capital structure.
Anti-Dummy Law (Commonwealth Act No. 108): Prohibits the circumvention of nationality requirements in certain industries through dummy arrangements in corporate ownership.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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