Philippine Resident Agent Services

Arceo Law provides resident agent services in the Philippines to help foreign corporations in complying with the requirements of the Revised Corporation Code and related rules and regulations issued by the Securities and Exchange Commission (SEC).

Sections 144 and 145 of Republic Act No. 11232, otherwise known as the Revised Corporation Code, partly provide:

Section 144. Who May be a Resident Agent. – A resident agent may be either an individual residing in the Philippines or a domestic corporation lawfully transacting business in the Philippines: Provided, That an individual resident agent must be of good moral character and of sound financial standing: Provided, further, That in case of a domestic corporation who will act as a resident agent, it must be likewise be of sound financial standing and must show proof that it is in good standing as certified by the Commission.

Section 145. Resident Agent; Service of Process. – As a condition to the issuance of the license for a foreign corporation to transact business in the Philippines, such corporation shall file with the Commission a written power of attorney designating a person who must be a resident of the Philippines, on whom summons and other legal processes may be served in all actions or other legal processes may be served in all actions or legal proceedings against such corporation, and consenting that service upon such resident agent shall be admitted and held as valid if served upon the duly authorized officers of foreign corporation…

The requirement of having a Philippine resident agent is applicable only to foreign corporations who are applying for registration with the SEC to have a branch or representative office in the Philippines. This is because such branch or representative office, being merely an extension of the foreign corporation, is not required to have its board of directors and regular officers to be based in the Philippines.

The resident agent of a foreign corporation must be either an individual Philippine resident or a domestic corporation. The rationale behind this is obvious – the main function of a resident agent is to receive summons and other legal processes in all actions or legal proceedings against such foreign corporation.

Arceo and Irasusta Law Firm is a corporate law office in Quezon City with attorneys currently providing resident agent services to foreign clients of different nationalities. Arceo Law also offers monthly legal retainer, corporate secretarial, and independent director services. Should you need the help of a corporate law firm, you may contact us at lawfirm@arceotandoc.com.