All Countries
Commercial
Certificate Of Organization Limited Liability Company

Certificate Of Organization Limited Liability Company Template for Philippines

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Certificate Of Organization Limited Liability Company

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Certificate Of Organization Limited Liability Company

"I need a Certificate of Organization Limited Liability Company for a tech startup in Manila, with 40% foreign ownership from Singapore investors, starting operations in March 2025, focusing on software development and AI consulting services."

Celebrated by
Collaborations with
Investors
Document background
The Certificate of Organization Limited Liability Company is a crucial document required for establishing an LLC in the Philippines. It must be filed with the Securities and Exchange Commission (SEC) as part of the formal business registration process. This document is necessary when entrepreneurs or business owners wish to form a limited liability company, providing protection for personal assets while maintaining operational flexibility. The certificate includes essential information such as the company name, registered address, business purpose, capital structure, management framework, and member details. It must comply with the Revised Corporation Code of the Philippines and various SEC regulations. The document serves as evidence of the company's legal existence and outlines the basic rights and responsibilities of its members and managers. It's particularly important as it establishes the foundation for the company's legal and operational framework in the Philippine business environment.
Suggested Sections

1. Article I - Name and Address: States the official name of the LLC and principal office address in the Philippines

2. Article II - Purpose: Describes the primary business purposes and activities of the LLC

3. Article III - Duration: Specifies the term of existence of the LLC (perpetual unless stated otherwise)

4. Article IV - Capital Structure: Details the total capital contribution, division of ownership interests, and names of initial members with their respective contributions

5. Article V - Management: Outlines the management structure, naming initial managers/officers and their powers

6. Article VI - Members: Lists the founding members, their nationalities, and addresses

7. Article VII - Tax Treatment: Declares the intended tax treatment of the LLC

8. Article VIII - Dissolution: States the conditions and procedures for dissolution

9. Article IX - Compliance Statement: Confirms compliance with Philippine laws and regulations

10. Execution Page: Contains signatures of organizers and acknowledgment

Optional Sections

1. Article on Foreign Ownership: Required when there are foreign members, detailing compliance with foreign ownership restrictions

2. Article on Branch Office: Needed if the LLC plans to establish branch offices

3. Article on Specific Industry Compliance: Required for regulated industries like banking, insurance, or mining

4. Article on Special Rights: Optional section detailing any special rights or classes of membership interests

5. Article on Arbitration: Optional dispute resolution provisions

6. Article on Professional Services: Required for professional LLCs (law firms, accounting firms, etc.)

Suggested Schedules

1. Schedule A - Member Information: Detailed information about members including contact details and contribution amounts

2. Schedule B - Capital Contributions: Itemized list of initial capital contributions including nature of contribution (cash, property, services)

3. Schedule C - Management Structure: Detailed organizational chart and management responsibilities

4. Appendix 1 - Required Government Certifications: Copies of necessary government permits and certificates

5. Appendix 2 - Member's Tax Information: Tax identification numbers and related tax information of members

6. Appendix 3 - Specimen Signatures: Specimen signatures of authorized representatives and members

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
LLC
Articles of Organization
Certificate of Organization
Members
Managing Member
Membership Interest
Capital Contribution
Principal Office
Registered Agent
Operating Agreement
Majority Vote
Fiscal Year
Initial Members
Securities and Exchange Commission
Business Purpose
Foreign Investment
Membership Certificate
Transfer of Interest
Distribution
Dissolution
Book Value
Fair Market Value
Governing Law
Material Change
Authorized Representative
Corporate Secretary
Voting Rights
Board of Managers
Capital Account
Organizational Meeting
Quorum
Reserved Matters
Tax Year
Philippine Peso
Foreign Currency
Relevant Industries

Retail

Manufacturing

Technology

Professional Services

Real Estate

Food and Beverage

Healthcare

Construction

Education

Financial Services

Agriculture

Tourism and Hospitality

Transportation and Logistics

Media and Entertainment

Energy

Relevant Teams

Legal

Corporate Services

Compliance

Finance

Administration

Risk Management

Corporate Governance

Business Development

Executive Leadership

Relevant Roles

CEO

Business Owner

Corporate Lawyer

Legal Counsel

Company Secretary

Compliance Officer

Chief Financial Officer

Business Development Manager

Corporate Services Manager

Managing Director

Operations Director

Risk Manager

Company Registrar

Administrative Officer

Legal Administrator

Industries
Revised Corporation Code of the Philippines (Republic Act No. 11232): The primary legislation governing the establishment, operation, and regulation of corporations and LLCs in the Philippines. It provides requirements for incorporation, corporate structure, and governance.
Foreign Investments Act of 1991 (Republic Act No. 7042): Regulates foreign investment participation in Philippine businesses, including ownership restrictions and requirements for foreign-owned companies.
Securities Regulation Code (Republic Act No. 8799): Provides framework for SEC registration and compliance requirements for business entities, including documentary requirements for LLC registration.
Anti-Money Laundering Act of 2001 (Republic Act No. 9160): Requires business entities to implement measures preventing money laundering and includes provisions for beneficial ownership disclosure during company registration.
National Internal Revenue Code: Contains tax provisions and requirements for business registration, including tax identification number (TIN) requirements and tax compliance obligations for LLCs.
SEC Memorandum Circular No. 16, Series of 2009: Provides specific guidelines for the registration of corporations and partnerships, including required forms and documentary requirements.
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

Find the exact document you need

Partnership Articles Of Incorporation

A legally binding document filed with the SEC in the Philippines that establishes a partnership and defines its operational framework and partner relationships.

find out more

Partnership Articles Of Organization

A legal document establishing a business partnership in the Philippines, outlining partner relationships, contributions, and operational framework under Philippine law.

find out more

Company's Articles Of Association

A foundational corporate governance document required under Philippine law that establishes a company's structure, management framework, and operational rules.

find out more

Articles Of Association Of A Limited Liability Company

A mandatory corporate governance document under Philippine law that establishes the fundamental structure and rules for operating a corporation in the Philippines.

find out more

Articles Of Organization With Statement Of Conversion

A Philippine legal document that combines Articles of Organization with a Statement of Conversion, used to establish a new corporation while converting an existing business entity.

find out more

Articles Of Incorporation Stock Corporation

A foundational legal document filed with the SEC that establishes a stock corporation's existence and basic structure under Philippine law.

find out more

Certificate Of Organization Limited Liability Company

A legal document filed with the Philippine SEC to establish and register an LLC, outlining the company's basic structure and operational framework under Philippine law.

find out more

Charter Articles Of Incorporation

A foundational legal document filed with the SEC that establishes a corporation under Philippine law and defines its basic structure and governance framework.

find out more

Articles Of Incorporation Foundation

A foundational legal document required to establish and register a non-profit foundation under Philippine law, outlining its purpose, structure, and governance framework.

find out more

Nonprofit Certificate Of Incorporation

A legal document filed with the Philippines SEC that establishes a nonprofit organization as a corporate entity and defines its charitable purpose and structure.

find out more

Non Profit Organization Articles Of Incorporation

A legal document filed with the Philippine SEC that establishes a non-profit organization's existence and defines its fundamental structure and purposes.

find out more

Generic Articles Of Incorporation

A foundational legal document filed with the Philippine SEC that establishes a corporation's existence and defines its basic structure and governance framework.

find out more

Church Articles Of Incorporation

A legal document filed with the Philippine SEC to establish a religious organization as a corporate entity, defining its structure and governance framework.

find out more

Certificate Of Incorporation And Articles Of Incorporation

A foundational legal document filed with the SEC that establishes a corporation's existence and basic framework under Philippine law.

find out more

Articles Of Organization And Certificate Of Organization

Fundamental corporate formation documents required under Philippine law that establish a corporation's legal existence and define its basic structure and operations.

find out more

Articles Of Organization S Corp

A foundational legal document filed with the SEC in the Philippines to establish a corporation, outlining its basic structure and governance framework.

find out more

Articles Of Organization For A Domestic Limited Liability Company

A foundational legal document filed with the SEC in the Philippines to establish and register a limited liability company under Philippine law.

find out more

Articles Of Incorporation For LLC

A foundational legal document filed with the SEC in the Philippines to establish a corporation, defining its structure and governance framework.

find out more

Articles Of Incorporation For A 501c3

A legal document filed with the Philippine SEC to establish a non-profit corporation, defining its structure, purpose, and governance framework.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: https://www.genieai.co/our-research
Oops! Something went wrong while submitting the form.

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our Trust Centre for more details and real-time security updates.

Read our Privacy Policy.