Title
Amendment of Principal Office Address Rules
Law
Sec Memorandum Circular No. 6, S. 2014
Decision Date
Feb 20, 2014
The Securities and Exchange Commission (SEC) requires existing corporations and partnerships in the Philippines to amend their articles of incorporation or partnership to specify their complete principal office address, with non-compliance potentially resulting in the deferment of certain applications.

Questions (SEC MEMORANDUM CIRCULAR NO. 6, S. 2014)

It amends the rules on the principal office address that corporations and partnerships must disclose in their Articles, requiring a specific complete address rather than a general address like only the city/municipality or “Metro Manila.”

It required registrant corporations and partnerships to state the specific address of their principal office in the Articles, including if feasible the street number, street name, barangay, and city/municipality, and it prohibited “Metro Manila” as an address of principal office.

Existing corporations and partnerships whose Articles of Incorporation/Partnership indicate only a general address that refers only to a city/town/municipality or “Metro Manila” as the principal office address.

It must specify a complete address, including if feasible the street number, street name, barangay, and city/municipality, and if applicable the building name, building number, and the room/unit name or number.

They must file amended Articles of Incorporation or amended Articles of Partnership to specify their complete principal office address rather than only a general locality or “Metro Manila.”

They are given until 31 December 2014 to effect the change.

They may file with the SEC Company Registration and Monitoring Department or at any SEC Extension Offices located in Baguio, Cagayan de Oro, Cebu, Davao, Iloilo, Legazpi, Tarlac, and Zamboanga.

It must execute an affidavit of undertaking to effect a change to its specific principal office address within the timeframe allowed by the circular.

No direct penalty for non-compliance is stated; however, the SEC can impose sanctions such as deferment of applications for amendments, certifications, clearances, and similar SEC transactions.

Deferment of applications such as amendments, certifications, and clearances, and other similar SEC actions.

All circulars, rules, orders, issuances, or parts thereof inconsistent with the memorandum circular are repealed or modified accordingly.

Immediately after its publication in a newspaper of general circulation.

It ensures full disclosure and allows more specific identification of the principal office location, improving transparency and regulatory compliance.

An acceptable address should be specific (street number/name, barangay, city/municipality, and possibly building/room details if applicable). Non-compliant addresses are only a city/town/municipality or “Metro Manila,” without the more specific location details.


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