There isn't any difference between Certificate of Incorporation and Articles of Incorporation. Both the documents refer to the charter filed with the state agency for creating a corporation. In some states, Articles of Incorporation are known as Certificate of Incorporation.
Articles of incorporation are the primary law of an association used to establish the general organization and governing of the association to achieve corporate existence. Bylaws are the secondary law of an association best used to detail how the society is formed and run.
By-laws Adoption. – Every corporation formed under this code, must, within one month after receipt of official notice of the issuance of its certificate of incorporation by the Securities and Exchange Commission, adopt a new code of by-laws for its government not inconsistent with this code.
The law primarily governing private corporations in the Philippines is the Revised Corporation Code, which took effect on 20 February 2019 under Republic Act No. 11232. This current iteration of the law substantially amended the Corporation Code under Batas Pambansa Blg. 68, which was the law in effect since 1980.
The Articles of Incorporation states the name, purpose, place of office, incorporators, capital stock, and term of the Company upon its establishment. The By-Laws outline the rules on annual and special meetings, voting, quorum, notice of meeting and auditors and inspectors of election.
What is the purpose of articles of incorporation? Articles of incorporation are important documents because they serve as legal proof that your company is established in your state. The articles contain mandatory provisions - which provide the state government with certain basic information about the corporation.
By-laws Adoption. – Every corporation formed under this code, must, within one month after receipt of official notice of the issuance of its certificate of incorporation by the Securities and Exchange Commission, adopt a new code of by-laws for its government not inconsistent with this code.
– Unless otherwise prescribed by this Code or by special law, and for legitimate purposes, any provision or matter stated in the articles of incorporation may be amended by a majority vote of the board of directors or trustees and the vote or written assent of the stockholders representing at least two-thirds (2/3) of ...
Register your company with the Bureau of Internal Revenue (BIR) SEC Certificate of Registration. Barangay Clearance for your business. Proof of Address (Lease Contract or Certificate of Land Title) Company's Business Permit from the Mayor's Office. Valid ID.
A One Person Corporation (OPC) is a business entity in the Philippines with a single stockholder who also serves as the incorporator, director, and president. This structure offers limited liability, similar to a corporation while retaining the simplicity of a sole proprietorship.