Verifying whether a corporation is registered with the Securities and Exchange Commission (SEC) is a core due-diligence step in the Philippines—whether you are onboarding a supplier, signing a lease, investing, lending money, hiring a contractor, or simply checking if a business you’re dealing with is legitimate. In Philippine law, SEC registration is what gives most private corporations their juridical personality: in practical terms, it is what makes the corporation a legally existing entity separate from its owners, with the capacity to contract, sue and be sued, and hold property under its name.

This article explains what “SEC-registered” means, what information to collect, the reliable ways to verify registration (and current status), and the common traps and red flags.

1) What “Registered With the SEC” Means (and Why It Matters)

A. SEC registration is the birth certificate of a corporation

A domestic corporation’s existence generally begins upon the SEC’s issuance of a Certificate of Incorporation after approval/filing of the Articles of Incorporation under the Revised Corporation Code. Without that SEC-issued certificate, the corporation is typically not treated as a duly incorporated juridical person.

B. Why verification matters

Verifying SEC registration helps you confirm:

Existence: the entity is not fictional or a sham.
Identity: the exact registered name, registration number, and basic profile match what you were told.
Status: “registered” is not the same as “active” or “in good standing.” A company may exist but be dissolved, revoked, or tagged delinquent for reportorial non-compliance.
Authority: even if the corporation exists, the person signing may not be authorized—an equally common risk.

2) Before You Verify: Make Sure You’re Checking the Right Government Agency

Not every business is SEC-registered. In the Philippines:

Corporations (stock, non-stock, One Person Corporation) → generally SEC
Partnerships → generally SEC
Foreign corporations “doing business” in the Philippines (branch/representative office/regional structures) → SEC license/registration is required
Sole proprietorships → generally DTI business name registration (not SEC)
Cooperatives → generally CDA (Cooperative Development Authority), not SEC
Certain professionals/individual service providers → may be registered with PRC, BIR, and LGU permits, but not necessarily SEC

If someone claims “SEC registered” but is actually a sole proprietorship or cooperative, that’s a mismatch worth investigating.

3) Information You Should Collect First (to Avoid False Matches)

SEC verification is much easier and more accurate if you have at least two identifiers:

Exact registered corporate name (spelling, punctuation, suffix like “Inc.”, “Corp.”, “OPC”, “Foundation”, etc.)
SEC Registration Number (sometimes labeled “SEC No.”)

Helpful additional identifiers:

Principal office address (as registered)
Date of incorporation/registration (approximate is fine)
Names of directors/trustees and officers
Previous corporate name, if there was a name change
Business/trade name used publicly (because a corporation can market itself under a brand that is not the registered corporate name)

Practical tip: Many frauds rely on name confusion. The corporate name in contracts should match the SEC name, not just the brand page on social media.

4) The Reliable Ways to Verify SEC Registration

Think of verification methods in three tiers: (1) what the company shows you, (2) what the SEC database shows you, and (3) what the SEC certifies.

Tier 1: Ask the corporation for primary proof (fast, but not foolproof)

Request clear copies of:

Certificate of Incorporation (domestic corporation)
Articles of Incorporation (and Amended Articles, if applicable)
By-Laws (and amendments, if any)
Latest General Information Sheet (GIS)
For foreign entities: SEC License/Certificate of Registration to do business (e.g., branch/representative structures)

How to review what you receive:

Confirm the exact corporate name and SEC registration number are consistent across documents.
Check the principal office and purpose if relevant to the transaction (e.g., regulated activities).
Check if the certificate shows signs of tampering (mismatched fonts, altered digits, inconsistent formatting).
Treat screenshots and cropped images as lower reliability than full-page scans.

This tier is a starting point—not the finish line—because documents can be outdated, altered, or belong to a different entity with a similar name.

Tier 2: Verify existence and basic profile through SEC’s public-facing records search

The SEC provides public access to company information through its online inquiry/search services (commonly used for basic company lookup and status viewing) and related channels.

What you’re trying to confirm from SEC records:

Company exists in the SEC database
Exact registered name
SEC registration number
Entity type (stock/non-stock/OPC/foreign)
Basic registration details (e.g., registration date)
Current status, where shown (active/dissolved/revoked/delinquent or similar indicators)

How to avoid false positives:

Search using the SEC registration number when available (more precise than name searching).
If searching by name, test variations: punctuation, “INC” vs “INC.”, “CORP” vs “CORPORATION”, and remove extra spaces.
If the business uses a brand name, ask for the registered corporate name; brand names often won’t appear as the entity name.

What to do when multiple results look similar:

Match using principal office address, registration number, and incorporation date.
Do not rely on “close enough.” In due diligence, one letter can be a different company.

Tier 3 (Gold Standard): Request SEC-certified documents or certifications

For high-value or high-risk transactions, the strongest proof is what the SEC itself issues or certifies.

Common requests include:

Certified true copies of:
- Articles of Incorporation (and amendments)
- By-Laws (and amendments)
- Latest GIS on file
SEC certifications about the corporation (availability depends on the SEC’s current services and the corporation’s circumstances), such as certifications indicating the entity’s registration particulars or whether the SEC has derogatory information on record

These are typically obtained through SEC’s official document request channels (including online ordering/delivery systems and in-person requests at SEC offices).

Why this is best: It reduces reliance on documents provided by the counterparty and helps confirm whether what you were given matches what is on file with the regulator.

5) Verifying Not Just “Registered,” but “Active” and “Compliant”

A corporation can be registered but not a safe counterparty if its status is problematic.

A. Check status indicators

Depending on what the SEC record shows or what can be certified, watch for signs the corporation is:

Dissolved (voluntary/involuntary)
Revoked (registration revoked)
Delinquent / non-compliant (often connected to failure to submit reportorial requirements)
Inactive or similar flags

B. Check reportorial compliance (GIS and other filings)

Corporations generally have ongoing SEC reportorial duties, including filing a General Information Sheet (GIS) annually. Many entities also have financial reporting obligations depending on classification and SEC rules.

Due diligence approach:

Ask for the latest GIS filed and confirm the filing details align with what the SEC has on record (ideally via certified copy or SEC confirmation).
Where financially material, request the latest filed financial statements and confirm the entity you’re dealing with is the same entity reflected in filings.

Why it matters: Non-compliance may signal governance problems, operational dormancy, or risk of regulatory action.

6) Special Cases You Must Handle Correctly

A. One Person Corporations (OPC)

An OPC is a corporation with a single stockholder. It is still an SEC-registered corporation, but its governance documents and signatory authority can look different from a traditional multi-owner corporation. Verify the entity type and signatory authority carefully.

B. Non-stock corporations (foundations, associations)

Non-stock entities are SEC-registered, but instead of stockholders and directors, you will see members (where applicable) and trustees/officers. The GIS and governance structure differ.

C. Foreign corporations

A foreign corporation that is “doing business” in the Philippines generally needs an SEC license/authority and will operate under a Philippine branch/representative structure rather than a newly incorporated domestic corporation.

Key verification points:

Confirm the SEC registration pertains to the Philippine presence (license/branch/representative office), not merely the foreign head office’s existence overseas.
Verify the local office address and resident agent/authorized representatives, as shown in SEC records/documents.

D. Corporate name changes, mergers, and reorganizations

A company may exist but under a new corporate name due to amendments, or its obligations may have moved due to merger/consolidation.

Due diligence steps:

Ask for and verify Amended Articles reflecting the name change, and confirm what name is currently registered.
If a merger occurred, verify the SEC-approved documentation and identify the surviving entity (the one that should sign and invoice).

7) Don’t Stop at Registration: Verify the Signatory’s Authority

Many business disputes arise not because the corporation didn’t exist, but because the person who signed had no authority.

Minimum documents to request and verify (depending on the transaction):

Secretary’s Certificate or Board Resolution authorizing the transaction and identifying the authorized signatory/signatories
Latest GIS to confirm current officers/directors/trustees
Valid IDs of signatories
For real estate and major borrowing: more robust board approvals are typically expected

Red flag: A “marketing officer,” “consultant,” or “agent” signs without a clear board authorization.

8) Red Flags and Common Scams (Philippine setting)

Watch for these patterns:

They refuse to provide the SEC registration number or give excuses (“We’re processing it,” “We have a pending registration,” “We’re SEC registered but can’t find the papers.”).
Inconsistent names across documents, invoices, bank accounts, and contracts (e.g., contract name is “ABC Trading,” bank account is personal, certificate is “ABC Trading Corporation,” social page uses another name).
Similar-name misdirection: they present papers of a different company with a similar name.
Only a Mayor’s Permit/Barangay Clearance is shown: these do not prove SEC incorporation.
They claim “SEC accreditation” for activities where the relevant legal requirement is actually a different license/registration (industry regulators, local permits, BIR registration, etc.).
Pressure tactics: “limited slot,” “pay today,” “discount expires,” paired with weak documentation.

9) Practical Step-by-Step Checklist (Use This in Real Transactions)

Identify the entity type: corporation/partnership vs sole proprietorship/cooperative.
Get the exact registered name and SEC registration number from the counterparty.
Cross-check via SEC’s public company lookup using the registration number (preferred) or exact name.
Confirm the basics match: name, registration number, principal office, entity type, registration date.
Check status (active/dissolved/revoked/delinquent or similar flags where shown).
For material transactions, request SEC-certified documents (certified true copies and/or SEC certifications).
Verify signatory authority using a Secretary’s Certificate/Board Resolution and compare with the latest GIS.
Match payment channels: ensure invoices and bank account names align with the registered corporate name (or there is documented authority/justification).
Keep copies of everything used for verification in your transaction file.

10) A Clear Bottom Line

In Philippine practice, the most dependable way to verify SEC registration is to (a) match the corporation’s exact registered name and SEC registration number against SEC records, and (b) when the stakes justify it, obtain SEC-certified copies or certifications—then separately confirm the authority of the person signing on the corporation’s behalf. This approach verifies existence, identity, status, and authority—the four pillars of corporate due diligence.