SEC Examining and Filing Fees Circular

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SEC CIRCULAR NO. 2, S. 1990: SEC Examining and Filing Fees Circular

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Title Source: Supreme Court: SEC Examining and Filing Fees Circular

Law: Sec Circular No. 2, S. 1990

Decision Date: Dec 7, 1990

SEC Circular No. 2, S. 1990 eliminates the ceilings on examining and filing fees for various corporate documents, establishing a fee structure based on a percentage of authorized capital stock or other relevant financial metrics, effective immediately upon publication.

Law Summary

Examining and Filing Fees for Articles of Incorporation

For stock corporations with par value: fee is 1/10 of 1% of the authorized capital stock, with a minimum of P200.
For stock corporations without par value: fee is calculated based on shares deemed to have P100 par value at 1/10 of 1% of authorized capital stock, minimum P200.

Fees for Amended Articles of Incorporation (Extension of Corporate Term)

Applies to stock corporations with par value and without par value.
Fee fixed at 1/10 of 1% of the authorized capital stock, not less than P200.

Certificate of Increase of Capital Stock Fees

For corporations with par value: 1/10 of 1% of the increase in capital stock, minimum P200.
For corporations without par value: same rate and minimum fee applied.

Fees for Merger or Consolidation

Fee is 1/10 of 1% of the equity of absorbed corporations used as basis for merger or consolidation.
Minimum fee of P1,000 is prescribed.

Filing Fees for Foreign Corporations

Branch office: fee is 1% of the actual inward remittance converted to Philippine currency, minimum P500.
Representative office: fee is 1/10 of 1% of the amount remitted, minimum P500.

Fee for Petitions to Increase Selling Price of Securities

Fixed at 1/10 of 1% of the price increase, with a minimum fee of P1,000.

Recording and Increase of Capital Fees for Partnerships

Recording articles of partnership: 1/10 of 1% of partnership’s capital, minimum P200.
Increase of partnership capital: same rate and minimum applied.

Listing Fees Pursuant to P.D. 167

Original listing: 1/10 of 1% of aggregate value of shares to be listed, with a minimum of P500.
Additional listing: 1/10 of 1% of additional shares to be listed, with a minimum of P300.

General Provisions

All minimum fees apply regardless of the percentage calculation.
The circular serves as guidance for the filing and examination fees at the Commission.
Circular adopted on December 7, 1990, under leadership of Chairman Rosario N. Lopez.

END