Changing the name of your corporation in the Philippines requires amending its Articles of Incorporation and obtaining approval from the Securities and Exchange Commission (SEC). Whether you are rebranding to reflect a new business direction, resolving a conflict with an existing name or trademark, or updating after ownership changes, this formal process makes the new name legally effective. The good news is that for most domestic stock and non-stock corporations, the procedure has become more streamlined through the SEC’s online eAMEND portal, especially for straightforward name changes classified under Simple Processing.

This guide explains the legal requirements, voting thresholds, exact documents, current filing process, fees, realistic timelines, and the important follow-up steps with other government agencies. It draws from the Revised Corporation Code of the Philippines (Republic Act No. 11232) and the latest SEC procedures under Memorandum Circular No. 3, Series of 2026.

Legal Basis for Amending Your Articles of Incorporation

The primary law governing corporate name changes is the Revised Corporation Code (RA 11232). Section 15 states that any provision 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 stockholders representing at least two-thirds (2/3) of the outstanding capital stock (for stock corporations) or at least two-thirds (2/3) of the members (for non-stock corporations).

Section 18 requires that the corporate name be distinguishable from existing corporate or partnership names and not contrary to law, morals, good customs, or public policy. The SEC enforces this through name verification and will reject names that are identical or confusingly similar to already registered entities or protected trademarks.

The amendment takes effect upon SEC approval. If the SEC does not act within six months for reasons not attributable to the corporation, the amendment is deemed approved from the date of filing.

Name changes fall under Simple Processing in the eAMEND system (per SEC MC No. 3, s. 2026). This means a digital Certificate of Amendment is issued automatically once approved, making the process faster than more complex amendments.

Preparing the Corporate Approvals

Before filing with the SEC, you must secure internal approvals. This is a common point where delays happen if meetings are not properly documented.

For a regular stock corporation:

The Board of Directors must approve the name change by majority vote.
Stockholders representing at least 2/3 of the outstanding capital stock must approve it (either at a meeting with proper notice or through written assent).

For a non-stock corporation:

Majority of trustees + 2/3 of members.

For a One Person Corporation (OPC):

A single written resolution signed by the sole stockholder is sufficient.

Prepare clear minutes of the meeting (or written consents) showing the exact vote tally and the full text of the resolution. Many corporations also prepare a Directors’ Certificate and a Secretary’s Certificate at this stage.

Step-by-Step Process to Change Your Corporate Name with the SEC

Here is the practical sequence most corporations follow in 2026:

Check name availability and reserve the new name
Log into the SEC’s online system (Corporate Registration System or through eAMEND integration) and verify that your proposed name is available and distinguishable. Pay the name reservation fee (typically ₱100 for 30 days, extendable). A reservation slip or confirmation is often required or helpful during filing. Also run a quick trademark search on the Intellectual Property Office of the Philippines (IPOPHL) website to avoid future conflicts.
Hold board and stockholder meetings (or secure written consents)
Document the approvals properly. For OPCs, prepare the single stockholder resolution.
Draft the Amended Articles of Incorporation
Revise only Article I (Corporate Name). Include a clear amending clause such as:
“THAT Article I of the Articles of Incorporation is hereby amended to read as follows: [new full corporate name].”
Prepare both a clean version and a version showing the changes (underscored or highlighted). The document must be signed by the President (or appropriate officer) and the Corporate Secretary.
Prepare the supporting certificates and system forms
Generate or prepare the required forms through the eAMEND portal. These typically include the system-generated Amendment Form, Monitoring Clearance or Affidavit of Undertaking for Monitoring, and Affidavit of Undertaking for Post-Evaluation. Have these notarized (or apostilled if executed abroad).
File the application through the eAMEND portal
Go to https://eamend.sec.gov.ph/. Log in using your eSECURE account (enroll if you have not yet). Select the amendment type for change of corporate name under Articles of Incorporation. Upload the required PDFs (scanned notarized documents, proper resolution, 200 dpi, reasonable file size). The system will generate a Cover Sheet.
Pay the assessed filing fees
The portal displays a Payment Assessment Form (PAF). Pay online through available channels (LandBank, GCash, etc.). Keep the proof of payment.
SEC review and issuance of digital certificate
For Simple Processing name changes, review is usually quick (often 3–10 working days for straightforward cases). Once approved, download the digital Certificate of Filing of Amended Articles of Incorporation / Certificate of Amendment. It will have a QR code for verification.
Submit hard copies within the required period (if applicable)
Under the current eAMEND guidelines, even for Simple Processing you must submit two sets of the hard copies of the amendment documents together with proof of payment to the SEC within 15 calendar days from issuance of the digital certificate. Late submission (16–45 days) incurs a penalty of ₱50,000. After 45 days the application may be cancelled and fees forfeited.

Documents Typically Required

System-generated Cover Sheet and Amendment Form (from eAMEND)
Amended Articles of Incorporation (signed)
Directors’/Trustees’ Certificate (notarized, showing vote results)
Name Reservation Slip or confirmation (if obtained)
Monitoring Clearance or Affidavit of Undertaking
Affidavit of Undertaking for Post-Evaluation
For OPCs: Single stockholder resolution instead of board/stockholder documents
Proof of payment of filing fees
Any required endorsements (e.g., from BSP, CHED, or other regulators for specific industries)

Keep original notarized copies for your records and audit purposes.

Fees and Realistic Timelines

The eAMEND system calculates exact fees upon submission. For a straightforward name change (no capital stock increase or other complex changes):

Basic filing fee is typically in the range of ₱1,000–₱2,040
Legal Research Fee (LRF) of 1% of the filing fee (minimum ₱10)
Name reservation/verification charges (₱100+ per period)
Total for most name-only amendments: Approximately ₱2,000 to ₱3,000

Processing time for Simple Processing name changes is generally 3–10 working days once documents are complete and in order. The entire process from internal approvals to receiving the digital certificate usually takes 2 to 6 weeks for compliant corporations. Delays often come from incomplete documents, name rejection, or failure to respond quickly to SEC clarification requests (you usually have 15 days to reply).

After SEC Approval: What You Must Do Next

Receiving the SEC certificate is only half the journey. Many corporations encounter problems later because they skip these updates:

Update your General Information Sheet (GIS) on the next scheduled filing to reflect the new name on page 1.
File BIR Form 1905 with the Bureau of Internal Revenue within 30 days to update your Certificate of Registration and other records. You will likely need a new Authority to Print (ATP) for official receipts and invoices.
Update your business permit with the local government unit (LGU) where your principal office is located.
Notify and update records with SSS, PhilHealth, and Pag-IBIG using their employer data amendment forms.
Inform your bank(s) and update signature cards and accounts.
Re-issue or endorse stock certificates if applicable, update letterheads, contracts, website, and marketing materials.
Review and update any industry-specific licenses or permits (FDA, DOE, etc.).

Failing to update these promptly can lead to rejected official receipts, mismatched records during audits, or difficulties transacting with government agencies.

Common Pitfalls and How to Avoid Them

Name rejection — The proposed name is not distinguishable enough. Solution: Choose distinctive words, avoid generic terms, and check both SEC and IPOPHL databases early.
Delinquent compliance — Unfiled GIS, AFS, or unpaid penalties block filing. Clear these first.
Missing the 15-day hard copy deadline — This triggers penalties or cancellation. Calendar it immediately.
Incomplete or inconsistent documents — Different dates on certificates, unsigned pages, or missing vote tallies cause rejection. Double-check everything.
Forgetting post-approval updates — This is the most common practical problem for small and medium corporations. Assign someone to handle BIR and LGU updates right after getting the SEC certificate.
Regulated industries — Banks, schools, foundations, and similar entities often need prior clearance from their supervising agency (BSP, CHED, DOJ, etc.).

Foreign-owned or foreign-managed corporations follow the same core process. If any documents are executed outside the Philippines, they generally require apostille and authentication. The SEC registration number remains the same; only the name changes.

Frequently Asked Questions

How long does it take to change a corporate name in the Philippines?
For a clean application under Simple Processing, SEC approval usually comes within 3–10 working days after submission. The full process including internal approvals and post-SEC updates typically takes 3–6 weeks.

How much does it cost to amend the Articles of Incorporation for a name change?
Expect total fees of roughly ₱2,000 to ₱3,000 for a standard name-only change, including the basic filing fee, Legal Research Fee, and name reservation costs. The eAMEND portal shows the exact assessed amount before you pay.

Do I need stockholder approval to change the company name?
Yes. Under Section 15 of the Revised Corporation Code, you need majority board approval plus at least 2/3 of the outstanding capital stock (or members for non-stock corporations). OPCs only need the single stockholder’s resolution.

Can I file everything online?
Yes. The eAMEND portal at eamend.sec.gov.ph is the primary platform for name change amendments. Most documents are uploaded as PDFs, though you must still submit hard copies within 15 days after digital approval.

What if my preferred new name is already taken or too similar?
The SEC will reject it. Perform a name verification and reservation first. Consider adding distinctive words or checking for available variations. A quick IPOPHL trademark search is also wise.

Do I need to update my BIR registration after the name change?
Yes. File BIR Form 1905 within 30 days of SEC approval. This is essential to avoid issues with official receipts and tax records.

Is the process different for a One Person Corporation?
It is simpler. You only need a written resolution from the single stockholder. The rest of the filing through eAMEND follows similar requirements.

What happens if I miss the deadline to submit hard copies after eAMEND approval?
You face a ₱50,000 penalty for submissions between 16 and 45 days. After 45 days the application may be cancelled and fees forfeited.

Can a foreigner change the name of a Philippine corporation they own?
Yes. The process is the same as for Filipino-owned corporations. Ensure proper authorization for the representative signing documents, and apostille any foreign-executed papers if required.

Does changing the corporate name affect existing contracts or licenses?
Existing contracts generally remain valid, but you should notify counterparties and update key agreements. You will need to update or carry over government licenses and permits under the new name.

Key Takeaways

A corporate name change requires amending the Articles of Incorporation under Section 15 of the Revised Corporation Code and SEC approval.
Name changes are processed as Simple Processing through the eAMEND portal, with a digital certificate issued upon approval.
Secure proper board (majority) and stockholder (2/3) approvals first, then prepare precise documents including the Amended AOI and required certificates.
Total fees for a straightforward name change are typically ₱2,000–₱3,000; the portal calculates the exact amount.
After SEC approval, promptly update BIR, LGU, SSS, PhilHealth, Pag-IBIG, banks, and internal records—many corporations face issues here.
Submit required hard copies within 15 calendar days to avoid penalties of up to ₱50,000.
Start with name availability verification to avoid rejection and wasted time.
Keep the corporation in good standing (updated GIS and AFS) before filing to prevent delays.

Following these steps carefully will help you complete the name change smoothly and keep your corporation fully compliant. Always verify the latest requirements directly on the eAMEND portal or the official SEC website, as procedures and fees can be updated.