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Director Declaration Form for Philippines

Director Declaration Form Template for Philippines

A comprehensive declaration document required under Philippine corporate law for individuals accepting or holding director positions in Philippine corporations. This form serves as a sworn statement that captures essential information about the director's qualifications, eligibility, and potential conflicts of interest, ensuring compliance with the Revised Corporation Code of the Philippines and related regulations. The document includes personal information, professional background, existing directorships, shareholdings, and various declarations required by Philippine regulatory authorities, particularly the Securities and Exchange Commission (SEC).

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What is a Director Declaration Form?

The Director Declaration Form is a crucial corporate governance document required under Philippine law for all individuals serving or intending to serve as directors in Philippine corporations. This document is typically required upon initial appointment, annually thereafter, and when there are material changes in a director's circumstances. The form ensures compliance with the Revised Corporation Code of the Philippines, SEC regulations, and other relevant laws by requiring directors to declare their qualifications, independence, potential conflicts of interest, and other material information. It serves as both a screening tool for director eligibility and a regulatory compliance document that helps maintain transparency and accountability in corporate governance. For listed companies and regulated industries such as banking and insurance, additional declarations may be required to comply with sector-specific regulations.

What sections should be included in a Director Declaration Form?

1. Personal Information: Basic details of the director including full legal name, nationality, residence, and contact information

2. Qualifications and Eligibility: Declaration of meeting statutory requirements for directorship under Philippine law, including age, capacity, and residency requirements

3. Educational and Professional Background: Details of academic qualifications and relevant professional experience

4. Directorships and Positions: List of current and past directorships in other companies and other positions held

5. Legal Standing: Declaration regarding any criminal convictions, bankruptcy proceedings, or disqualification orders

6. Conflicts of Interest: Disclosure of any actual or potential conflicts of interest

7. Shareholdings: Declaration of any shares held in the company or related companies

8. Consent and Undertaking: Formal consent to act as director and undertaking to comply with relevant laws and company constitution

What sections are optional to include in a Director Declaration Form?

1. Regulatory Compliance (for Financial Institutions): Additional declarations required for directors of banks and financial institutions under BSP regulations

2. Related Party Disclosures: Detailed disclosure of related party transactions and relationships, particularly relevant for publicly listed companies

3. Independent Director Certification: Additional declarations required for independent directors under SEC regulations

4. Government Service: Declaration of any current or past government positions, particularly relevant for government-owned and controlled corporations

What schedules should be included in a Director Declaration Form?

1. Schedule A - List of Directorships: Detailed list of all current and past directorships with dates and company details

2. Schedule B - Securities Ownership: Detailed breakdown of shareholdings in the company and related entities

3. Schedule C - Professional Credentials: Copies or details of relevant professional qualifications and certifications

4. Appendix 1 - Code of Ethics Acknowledgment: Signed acknowledgment of the company's code of ethics and governance policies

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Philippines

Publisher

Ƶ

Document Type

Declaration Form

Cost

Free to use
Relevant legal definitions





















Clauses



















Relevant Industries

Financial Services

Banking

Insurance

Real Estate

Manufacturing

Technology

Retail

Energy

Telecommunications

Healthcare

Education

Transportation

Mining

Construction

Agriculture

Government-Owned and Controlled Corporations

Relevant Teams

Legal

Compliance

Corporate Secretariat

Corporate Governance

Board Services

Regulatory Affairs

Risk Management

Relevant Roles

Director

Independent Director

Executive Director

Non-Executive Director

Board Chairman

Company Secretary

Corporate Secretary

Compliance Officer

Corporate Governance Officer

Legal Counsel

Chief Executive Officer

Board Committee Chairman

Industries





Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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