Republic of the Philippines
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PH passes new Corporation Code to further ease doing business

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President Rodrigo Roa Duterte signed Republic Act 11232, An Act Providing for the Revised Corporation Code of the Philippines, on 20 February 2019 in Malacañang. (Photo credits: Richard Madelo/Presidential Photo,

CANBERRA – H.E. Rodrigo Roa Duterte, President of the Republic of the Philippines, signed the Revised Corporation Code on 20 February 2019, a 38 year old law to further ease doing business in the country. In 2018, the Philippines passed the Ease of Doing Business and Efficient Government Service Delivery Act of 2018 and the President issued the 11th Foreign Investment Negative List allowing increased foreign participation in certain areas and activities that will further boost the performance of the manufacturing sector.

In his remarks during the signing ceremony, the President said, “I also sign today the Revised Corporation Code which seeks to simplify corporate governance standards and establish a more business friendly environment that will enable corporations and other juridical entities to thrive.” With the new law, the government also aims to encourage more entrepreneurs around the country as it addresses what were once perceived as obstacles to establishing a business entity.

Among the amendments in the Revised Corporation Code are the removal in the minimum number of incorporators; increase in the minimum paid-up capital; removal of the 50-year corporate term that provides for perpetual existence unless provided in the Articles of Incorporation; allowing a single person corporation subject to compliance with minimum capital stock; inclusion of a Compliance Officer as mandatory corporate officer; allowing remote communication methods in board meetings; and, empowering the Securities and Exchange Commission (SEC) to remove disqualified members of the board of directors or trustees.

The Philippines will continue introducing policy reforms that will enhance the country’s competitiveness as the investment destination of choice in the region.

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