RMC No. 91-2025 — Clarification on the Documentary Requirements for Business Registration Being Signed by the Assistant Corporate Secretary of a Corporation

BUREAU OF INTERNAL REVENUE REPUBLICOF THE PHILIPPINES DEPARTMENT OF FINANCE Quezon City

Bringing in Revenues for Nation-building PILIPINASI BAGONG

OCT 0 8 2025

REVENUE MEMORANDUM CIRCULAR NO._ 0 9 1 - 2 0 2 5

SUBJECT : Clarification on the Documentary Requirements for Business Corporation Registration Being Signed by the Assistant Corporate Secretary of a

TO :All Internal Revenue Officers, Employees and Others Concerned

with the Bureau of Internal Revenue (BIR), Revenue Memorandum Circular (RMC) No. 74- 2025 clarified that only the duly appointed Corporate Secretary is authorized to sign the Secretary's Certificates, and the same cannot be as substituted by a Secretary's Certificate signed by an Assistant Secretary. Relative to the submission of documentary requirements for the registration of business

Act No. 11232), which designates the Corporate Secretary as a corporate officer responsible for the safekeeping and preservation of the integrity of the minutes of the meetings of the Board and its committees, as well as the other official records of the corporation. This is in accordance with the Revised Corporation Code of the Philippines (Republic

processes, the BIR shall accept Board Resolutions and Secretary's Certificates signed by Assistant Corporate Secretaries, as part of the documentary requirements under RMC No. 74-2025. To reduce the administrative burden and simplify the business registration-related

give this Circular as wide a publicity as possible. All internal revenue officials, employees and others concerned are hereby enjoined to

ROM JMAGUI.JR Commissioner of Internal Revenue

BUREAUOFINTERNALREVENUS OGSWFATDVISIr

Sel

H2 DCT 08 2025

DMIN UNIT TIME: q:41Am