Is the corporate secretary an officer of the company?

Yes. Under the Revised Corporation Code (RA 11232), the Corporate Secretary is one of the required corporate officers a board must elect after directors are chosen — alongside the President and Treasurer.

Does the corporate secretary have to be a Filipino citizen?

Yes, for domestic corporations. The Corporate Secretary must be both a Filipino citizen and a resident of the Philippines — one of the few Philippine corporate officer roles with a citizenship requirement.

Can a corporate secretary also be the treasurer?

The Revised Corporation Code only bars one specific combination outright: the President cannot also serve as Treasurer or Corporate Secretary. Combining Treasurer and Corporate Secretary isn't explicitly prohibited, but because the two roles carry different fiduciary duties — funds custody versus records custody — most governance guidance treats combining them as poor practice rather than a strict legal bar. Check your by-laws before combining the roles.

Can a corporate secretary be a director in the Philippines?

Yes. Unlike the President, who must be a director, there's no requirement that the Corporate Secretary sit on the board — and no rule against it either. The hard requirements for the role are citizenship and residency: Filipino citizen and Philippine resident.

What does a corporate secretary actually do?

The core job is governance and record integrity: maintaining the minutes book and stock and transfer book, preparing and certifying board and shareholder resolutions and Secretary's Certificates, supporting SEC compliance work like the annual General Information Sheet, and keeping custody of the Articles of Incorporation, By-Laws, and other foundational records.

What happens if a company doesn't have a corporate secretary?

A Philippine domestic corporation can't stay compliant without one. GIS filings, board and shareholder documentation, and bank or investor certifications all require a Corporate Secretary's signature and custody of records, so leaving the role vacant risks SEC penalties and stalled transactions.

Is the corporate secretary an officer of the company?

Yes. Under the Revised Corporation Code (RA 11232), the Corporate Secretary is one of the required corporate officers a board must elect after directors are chosen — alongside the President and Treasurer.

Does the corporate secretary have to be a Filipino citizen?

Yes, for domestic corporations. The Corporate Secretary must be both a Filipino citizen and a resident of the Philippines — one of the few Philippine corporate officer roles with a citizenship requirement.

Can a corporate secretary also be the treasurer?

The Revised Corporation Code only bars one specific combination outright: the President cannot also serve as Treasurer or Corporate Secretary. Combining Treasurer and Corporate Secretary isn't explicitly prohibited, but because the two roles carry different fiduciary duties, most governance guidance treats combining them as poor practice rather than a strict legal bar. Check your by-laws before combining the roles.

Can a corporate secretary be a director in the Philippines?

Yes. Unlike the President, who must be a director, there's no requirement that the Corporate Secretary sit on the board — and no rule against it either. The hard requirements for the role are citizenship and residency: Filipino citizen and Philippine resident.

What does a corporate secretary actually do?

The core job is governance and record integrity: maintaining the minutes book and stock and transfer book, preparing and certifying board and shareholder resolutions and Secretary's Certificates, supporting SEC compliance work like the annual General Information Sheet, and keeping custody of the Articles of Incorporation, By-Laws, and other foundational records.

What happens if a company doesn't have a corporate secretary?

A Philippine domestic corporation can't stay compliant without one. GIS filings, board and shareholder documentation, and bank or investor certifications all require a Corporate Secretary's signature and custody of records, so leaving the role vacant risks SEC penalties and stalled transactions.

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Corporate secretary

Hire your company's Corporate Secretary.

A named Korp officer holds the role for your company — SEC filings, statutory registers, board and stockholder minutes, and a live compliance calendar, under one fixed fee.

Get started Talk to an expert

Price

₱10,000 per month

Officer

Resident Filipino

Covers

GIS, minutes, registers

A corporate secretary walking a client through a document at a wooden desk

Jan30

GIS · annual filing

Drafted by your secretary

Entity · Compliance calendar

Mabuhay Trading Inc.

Corporate secretary · Korp

On track

✓

Annual meeting notice

Sent

✓

Stockholders' meeting minutes

Done

✓

Stock and transfer book

Updated

General Information Sheet

Due in 30 days

Board meeting minutes

Andrea · Korp specialist

Your GIS draft is ready for review. I'll file it with the SEC once you approve.

Pricing

One fee for the whole role

No hourly billing, no per-filing surprises. Anything outside the package is quoted and approved in writing first.

Standard package

Subscription

Corporate Secretary

A named Korp officer keeps your statutory records, annual filings and compliance calendar for one entity, all year.

₱10,000/ month

Incl. 12% VAT · per entity · billed quarterly, annual subscription

Get started

Group discount for two or more entities under one agreement, quoted on request.

One-time

Onboarding

Applies only if Korp didn’t incorporate the company. Covers record transfer and review, SEC standing checks, and the filings to change your Corporate Secretary.

1 month

Of the subscription, charged once

Talk to an expert

Waived for companies Korp incorporated.

Standard package

Everything the role needs

One subscription covers the full statutory secretarial function for a single entity.

Corporate Secretary appointment

Named officer

A Korp officer holds the role and files the SEC appointment. The engagement sits with the firm, not one person.

Officer continuity

No charge

If your named officer becomes unavailable, we replace them and file the SEC change at no cost.

Annual General Information Sheet

1 / year

We prepare and file your yearly GIS with the SEC.

Beneficial ownership

SEC HARBOR

We file your beneficial ownership information with the SEC through HARBOR and keep it current.

Standard annual minutes

2 meetings / yr

Minutes for one annual stockholders’ meeting and one board meeting. Attendance not included.

Routine secretary’s certificates

4 / year

Up to four a year, attesting to existing resolutions or matters of record.

Stock and Transfer Book

Setup + upkeep

SEC registration and ongoing upkeep, including issuances, transfers and cancellations.

Bank, BIR & LGU packages

Included

Resolutions and signatory documents for bank account opening, BIR updates, and LGU permits.

Custody of statutory records

Makati office

We safekeep your statutory records and minute book, with a maintained digital set. Excludes accounting records and contracts.

Compliance calendar

SEC deadlines

We track the SEC deadlines for the secretarial function and remind management ahead of time.

Legal support allowance

1 / quarter · 2 hrs

One request a quarter, up to two hours: a legal query, an agreement review, or a certificate. Non-cumulative.

Not included. Meeting attendance · resolutions drafted from scratch for a transaction · certificates or bank/BIR/LGU packages beyond the yearly count · stock certificate issuance · share transfers, issuances and capital changes · any SEC filing beyond the annual GIS and beneficial ownership · audit confirmation letters · anything needed in under five business days.

Additional services

Work beyond the subscription

When something falls outside the package, we quote it individually at a fixed price, always with your written approval first.

Meetings & attendance

Minutes for additional meetings
Virtual or in-person attendance
Proxy and quorum administration

Corporate documents

Extra secretary’s certificates
Non-routine resolutions
Audit confirmation letters
Certified true copies
Apostille coordination

Shares & stock certificates

Share transfers, issuances and subscriptions
Stock certificate issuance
eCAR processing

SEC corporate actions

Amended GIS
Change of directors or officers
Amendments to the Articles or By-Laws
Capital increases
Dividend declarations

Legal support

Queries, reviews and deliverables beyond the quarterly allowance

Need something else?

Each request is quoted at a fixed price before any work starts.

Ask about additional services

Eligibility. Available only to clients on the standard package. We don’t accept standalone instructions, and no work starts without your written approval.

What we don’t do. Korp doesn’t provide nominee shareholder arrangements and doesn’t act as regular Corporate Treasurer beyond our Treasurer-in-Trust service during incorporation.

Billing & terms

How billing works

All fees are in Philippine Pesos and inclusive of VAT.

Subscriptions

Invoiced at the start of the period, due 15 days from the invoice date.

One-time & project work

Fees due on acceptance of the quote.

Rate card work

Billed upon confirmation of additional work. Yearly limits are per entity and don’t carry forward.

Pass-through costs

On work outside the subscription, we bill government filing and registration fees, notarial, courier, travel, publication and apostille costs at cost, with supporting documentation. Notarization, courier and transport for work inside the subscription are already in the monthly fee.

Renewal & termination

Either side can terminate with 45 days’ written notice before renewal. Without notice, services renew automatically for the next term.

FAQ

Corporate Secretary: frequently asked questions

Is the corporate secretary an officer of the company?
Yes. Under the Revised Corporation Code (RA 11232), the Corporate Secretary is one of the required corporate officers a board must elect after directors are chosen — alongside the President and Treasurer.
Does the corporate secretary have to be a Filipino citizen?
Yes, for domestic corporations. The Corporate Secretary must be both a Filipino citizen and a resident of the Philippines — one of the few Philippine corporate officer roles with a citizenship requirement.
Can a corporate secretary also be the treasurer?
The Revised Corporation Code only bars one specific combination outright: the President cannot also serve as Treasurer or Corporate Secretary. Combining Treasurer and Corporate Secretary isn't explicitly prohibited, but because the two roles carry different fiduciary duties — funds custody versus records custody — most governance guidance treats combining them as poor practice rather than a strict legal bar. Check your by-laws before combining the roles.
Can a corporate secretary be a director in the Philippines?
Yes. Unlike the President, who must be a director, there's no requirement that the Corporate Secretary sit on the board — and no rule against it either. The hard requirements for the role are citizenship and residency: Filipino citizen and Philippine resident.
What does a corporate secretary actually do?
The core job is governance and record integrity: maintaining the minutes book and stock and transfer book, preparing and certifying board and shareholder resolutions and Secretary's Certificates, supporting SEC compliance work like the annual General Information Sheet, and keeping custody of the Articles of Incorporation, By-Laws, and other foundational records.
What happens if a company doesn't have a corporate secretary?
A Philippine domestic corporation can't stay compliant without one. GIS filings, board and shareholder documentation, and bank or investor certifications all require a Corporate Secretary's signature and custody of records, so leaving the role vacant risks SEC penalties and stalled transactions.

Ready to hand over the Corporate Secretary role?

Start online in minutes, or talk it through with a Korp specialist.

Get started Talk to an expert