Indication of complete principal office address of corporations and partnerships

Under Securities and Exchange Commission (SEC) Memorandum Circular (MC) No. 6, series of 2014, all existing corporations and partnerships whose articles of incorporation or articles of partnership indicate a general address as their principal office address must amend their articles of incorporation/partnership to specify their complete address.

To ease the burden of affected corporations and partnerships in amending their articles of incorporation when they transfer or move to a new location, the SEC issued the following guidelines:

1. In the event that a corporation whose principal office address as indicated in its articles of incorporation is already specific and complete or fully compliant with SEC MC No. 6, series of 2014, has moved or moves to another location within the same city or municipality, the corporation is not required to file an amended articles of incorporation. However, it must declare its new or current specific address in its General Information Sheet (GIS) within 15 days from transfer to its new location.

2. Failure on the part of the corporation to file the GIS within the prescribed period shall constitute a violation of Section 16 of the Corporation Code and shall subject the corporation to the imposition of penalty in accordance with the existing scale of fines.

3. In the case of a partnership, considering that it has no obligation to file a GIS, it is required to file amended articles of partnership every time it transfers to a new location within the same or another city or municipality.

4. Both corporations and partnerships shall be deemed to have been duly notified or validly served where the Commission has sent its subpoena, summons, notice, show cause letter, and other communications to the address indicated in the articles of incorporation or partnership, and/or GIS, as the case may be.

(SEC Memorandum Circular No. 16, series of 2014, August 13, 2014)

Tax Brief 

Punongbayan and Araullo