How to Register an NGO with the SEC in the Philippines: A Step-by-Step Guide (2026)

The Philippines has a vibrant civil society sector, with Non-Governmental Organizations (NGOs) playing a critical role in bridging gaps in social services, disaster response, and education. However, before you can solicit donations or implement projects, you must legalize your entity.

The primary regulatory body for NGO registration in the Philippines is the Securities and Exchange Commission (SEC) . Unlike for-profit businesses that register as stock corporations, NGOs register as Non-Stock, Non-Profit Corporations (NSNP) .

This guide provides a complete roadmap to registering your NGO with the SEC, including costs, documentary requirements, and post-registration compliance with the BIR, DSWD, and LGU.

1. Understanding the Legal Structure: NSNP vs. Foundation

Before filing, you must understand that in the Philippine legal context, NGOs are generally “Non-Stock Corporations.” However, there is a specific subset called a “Foundation.”

Non-Stock, Non-Profit Corporation (NSNP): This is the standard structure for most NGOs, civic leagues, and associations. There is no minimum capital requirement to register this entity . Profits cannot be distributed to members; all income must be reinvested into the mission.
Foundation: Legally, a foundation is still a non-stock corporation, but it is generally perceived as a grant-making or endowment-driven entity. The SEC requires a minimum endowment of ₱1,000,000.00 for an entity to use the word “Foundation” in its name .

Key Requirement: You need 5 to 15 incorporators. Each must be a natural person (not a corporation) and a majority must be residents of the Philippines .

2. Step-by-Step SEC Registration Process

The SEC has largely digitized its process through the eSPARC (Electronic Simplified Processing of Application for Registration of Companies) portal. Here is the step-by-step workflow.

Step 1: Name Verification

You must reserve your NGO’s name. The name must be unique and not misleading. If you are a foundation, the name must include the word “Foundation” .

Process: Online via SEC eSPARC.
Fee: Approximately ₱100 to ₱120 .
Validity: The name reservation is usually valid for 30 to 90 days.

Step 2: Drafting the Articles of Incorporation and By-Laws

This is the most critical legal document. For an NGO, the “Primary Purpose” clause must be strictly for charitable, educational, religious, or social welfare purposes.

Key Clause: You must include a provision stating that no part of the income is distributable to directors, trustees, or officers .
By-Laws: These govern the internal rules, including how the Board of Trustees (minimum of 5) is elected and how meetings are held.

Step 3: Filing via eSPARC

Submit the following documents online:

Name Verification Slip.
Notarized Articles of Incorporation (SEC Form F-100-NS).
Notarized By-Laws.
Treasurer’s Affidavit (stating the ability to raise capital; for Foundations, a Bank Certificate of Deposit is required).
Joint Affidavit of two incorporators attesting to the truth of the submissions .

Step 4: Payment and Issuance

Once the SEC evaluates and approves the documents (processing takes approximately 2 weeks to 1 month), you will pay the filing fees and receive your SEC Certificate of Incorporation .

3. Post-SEC Registration: The “After-Care”

Receiving your SEC Certificate is just the beginning. An NGO cannot legally operate or receive donations without the following secondary registrations.

A. Bureau of Internal Revenue (BIR) Registration

You must register with the BIR to get a Corporate Tax Identification Number (TIN) and official receipts.

Form 1903: Application for Registration.
Receipts: You must authorize a printer to print “Authority to Print” (ATP) official receipts for donations.
Tax Exemption vs. Tax Deduction:
- Income Tax Exemption (Sec. 30): NGOs are generally exempt from paying income tax on donations, but you must file a waiver or apply for confirmation.
- Donee Institution Status: If you want donors to deduct their gifts from their taxable income, you need separate accreditation from the BIR or the Philippine Council for NGO Certification (PCNC) .

B. Local Government Unit (LGU) Permits

Unlike a regular business, an NGO does not necessarily need a Mayor’s Permit to exist, but it needs one to operate an office.

Barangay Clearance: Secure from the barangay hall where your office is located.
Mayor’s Permit: Required if you have a physical office .

C. DSWD Accreditation (For Social Welfare NGOs)

If your NGO solicits donations from the public (e.g., online fundraising or door-to-door campaigns), you are required by Presidential Decree No. 1564 (The Solicitation Permit Law) to secure a Permit to Solicit from the DSWD .

Requirement: Submit your SEC papers, project proposal, and list of officers to the DSWD .

4. Cost Breakdown for NGO Registration (2026 Estimates)

The total cost varies depending on whether you are a standard NSNP (cheaper) or a Foundation (more expensive due to the ₱1M deposit).

Item	Estimated Cost (PHP)
Name Reservation	₱ 100 – 120
SEC Filing Fee (Base)	~₱ 2,020
Legal Research Fee (1%)	~₱ 20
Documentary Stamp Tax	~₱ 30
Notarization Fees	₱ 500 – 2,000
BIR Registration (Annual)	₱ 500 – 1,000
DSWD Solicitation Permit	₱ 1,000 – 5,000
Professional/CPA Assistance	₱ 5,000 – 20,000 (Optional)
Minimum Capital (Foundation only)	₱ 1,000,000 (Endowment)

Note: Standard NSNP NGOs can start with a budget of roughly ₱15,000 to ₱25,000 for government fees and professional help .

5. Annual Compliance Obligations

Once registered, the NGO must maintain its “Good Standing” with the SEC. Failure to file reports leads to revocation of registration (delisting).

General Information Sheet (GIS): Filed within 30 days of the annual stockholders’ meeting. It lists the current Board of Trustees and members .
Audited Financial Statements (AFS): Must be filed within 120 days after the fiscal year end. The AFS must be audited by an independent Certified Public Accountant (CPA) .
BIR Filings: Even with tax exemption, an NGO must usually file withholding taxes on employee salaries (if any) and file the annual information return.

Frequently Asked Questions (FAQs)

1. Can a single person register an NGO in the Philippines?

No. The Revised Corporation Code requires a minimum of five (5) incorporators to form a non-stock corporation . If you are alone, you may need to rally at least four other individuals to act as trustees.

2. What is the difference between NGO registration and PCNC accreditation?

SEC Registration gives you legal existence. PCNC (Philippine Council for NGO Certification) Accreditation is a voluntary certification that proves your NGO is well-governed. It is required for donors to receive tax-deductible receipts for their donations .

3. Can a foreigner register an NGO in the Philippines?

Yes, but with restrictions. The majority of the incorporators (at least 3 out of 5) must be residents of the Philippines. However, due to the constitutional limitation on “control,” many NGOs prefer to have a majority Filipino board to avoid issues when contracting with the government .

4. Do I need a DSWD permit to use Facebook or TikTok for fundraising?

Yes. Under PD 1564, the moment you appeal to the “public” for donations—regardless of whether it is via social media, GCash, or a physical box—you need a Solicitation Permit from the DSWD .

5. How long does the SEC registration process take?

If documents are perfect, online applications usually take 2 weeks to 1 month. However, if the SEC finds errors in your Articles of Incorporation (e.g., vague primary purpose), it can take 2 to 3 months due to revisions.

6. What is the difference between a “Non-Profit” and a “Foundation” in the SEC’s eyes?

For the SEC, both are Non-Stock Corporations. The distinction is primarily the ₱1 Million endowment required for a “Foundation” vs. the zero minimum capital for a generic “Non-Profit” .

7. What happens if my NGO’s registration is denied?

If your NGO’s registration is denied, you’ll typically receive a notice explaining the reason for the denial. You may be required to make corrections and resubmit your application.

8. Do NGOs in the Philippines need to pay taxes?

NGOs in the Philippines can be tax-exempt if they meet specific requirements, such as being organized exclusively for charitable, religious, educational, and other exempt purposes. However, they must still register with the BIR.

Conclusion

Registering an NGO with the SEC in the Philippines is a structured but achievable goal. The key to success is distinguishing between a standard Non-Stock Non-Profit (low cost, no minimum capital) and a Foundation (high endowment).

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