Business Proposal of car wash PDF

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a business proposal of a car wash business....

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LYCEUM OF THE PHILIPPINES UNIVERSITY CHAPTER I LEGAL AND TAXATION ASPECTS

The first chapter of the feasibility study summarizes all the legal requirements needed by a company necessary to obtain before the operation of the business. In establishing a business, some legal requirements must be fulfilled. A business should abide by the rules and regulations stated to avoid legal issues in the future matter. All registration process and procedures are presented to every government agency and division.

Legal Requirements Securities and Exchange Commission. The Securities and Exchange Commission (SEC) is the government office concerned with the registration and recording of partnerships and corporation. It also approves amendment of Articles of Incorporation and By-Laws and other applications. The basic SEC requirements are: 1.

Cover Sheet

2.

Reservation Payment Confirmation

3.

Name Verification Slip

4.

Articles of Incorporation

5.

By Laws

6.

Treasurer`s Affidavit

7.

Joint Undertaking to Change Name COLLEGE OF BUSINESS ADMINISTRATION

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LYCEUM OF THE PHILIPPINES UNIVERSITY Registration Procedures 1. Check if the desired business name is available via SEC online website or at SEC Office 2. If available, register/reserve the business name via SEC online website or at SEC Name Verification Unit- SEC Office 3. Prepare, sign, and notarize the following: 1. Articles of Incorporation 2. By Laws 3. Treasurer`s Affidavit 4. Joint affidavit of two incorporators undertaking to change corporate name immediately upon receipt of notice or directive from Securities and Exchange Commission that another corporation, partnership or has acquired a prior right to use of that name or that name has been declared misleading, deceptive, confusingly like a registered name, or contrary to public morals, good customs or public policy. 5. Submit notarized to SEC Office 6. Claim the SEC Certificate of Registration The processing time is that at least one (1) week upon submission of complete documents. Registration of the Business Name. To be able to register the business, submitting a business name with the SEC is the first step. SEC will then verify if the proposed name is still available. The given name for this business is “Lave-Auto”.

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LYCEUM OF THE PHILIPPINES UNIVERSITY Registration with the municipality where the business is located. The permit that must secured by the business from the municipality of Silang, Cavite is the Mayor’s permit. This includes the business permit, sanitary permit and fire safety clearance certificate. Mayor’s Permit. When securing mayor’s permit, the following papers must be submitted: 

Original and Photocopy of the following: o

Barangay Clearance

o

Zoning Clearance

o

Department of Trade and Industry (DTI) Registration for Single Proprietorship and Corporation using Trade Name; 

Business Name Registration Certificate for Partnership, OR



Securities and Exchange Commission (SEC) Registration with Articles of Incorporation and By-Laws for Corporation or Partnership

o

Lease Contract or the like (if place of business is rented), Copy of Lessor's Mayor's Permit, or TCT (if place is owned)

o

Pictures of Establishment (Front - showing left and right neighbors, and Inside) On PHOTO PAPER

o

Community Tax Certificate

o

Public Liability Insurance

o

Fire Permit

o

Sanitary Permit

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LYCEUM OF THE PHILIPPINES UNIVERSITY

The steps to secure a business license: 1. Filling up of Application Form 2. Proceed for assessment and computation of fees/order of payment. Then, pay the corresponding business license fees. 3. Releasing of Business License/Permits – present the Official Receipt for the issuance of Business Permit and Business Plate.

BIR Registration. Registering the business with the BIR will provide the authority to print the official receipts and other invoices, provide the corporation a Tax Identification Number (TIN) and register the books to be used to record the business transactions. If all the requirements are completed proceed with the BIR registration. These are the steps that must be followed: 1. Accomplish BIR Form 1903 and submit the same together with the required attachments to the Revenue District Office. The following are the forms and documentary requirements to be attached with the application: a. BIR Form 1903 – Application for Registration for Corporations/ Partnerships (Taxable/ Non-Taxable) b. SEC “Certificate of Registration (Certificate of Incorporation/Certificate of Co-Partnership) c. Mayor’s Permit or application for Mayor’s Permit – to be submitted prior to the issuance of the BIR Certificate of Registration COLLEGE OF BUSINESS ADMINISTRATION

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LYCEUM OF THE PHILIPPINES UNIVERSITY 2. Pay the Annual Registration Fee at the Authorized Agent Banks of the RDO. 3. Pay for the Certification Fee and for the Documentary Stamp Tax (in loose form to be attached to Form 2303). 4. The RDO shall issue the Certificate of Registration (Form 2303). 5. Taxpayer must pay the Documentary Stamp Tax on the Articles of Incorporation as prescribed under Section 175 of the NIRC, on the 5th of the month following the date of issuance of said article (per RR 4-2000).

Note: Corporations, partnerships, joint ventures and all individuals engaged in trade or business shall accomplish and file the application before the commencement of the business operation.

SSS Registration. SSS also known as Social Security System is so important not only in social aspects but also for retirement. The Social Security System is a government agency that provides retirement and health benefits to all enrolled employees in the Philippines. It aims to provide basic needs to citizens who are retired, unemployed, or unemployable due to a disability. Registration with the Social Security System (SSS) will require the following: 1. SSS Forms R1A Employment Report (list of the employees) signed by the

President of the corporation or any of the corporate officers; 2. SSS Forms R-1 Employer Registration signed by the President of the

corporation or any of the corporate officers; 3. L-501 SSS Form Specimen Signature Card signed by Authorized Signatory;

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LYCEUM OF THE PHILIPPINES UNIVERSITY 4.

Original SEC Articles of Incorporation and By-Laws;

5.

Copy of BIR Certificate of Registration;

6.

Copy of Mayor’s Permit; and

7.

Authorization if Authorize Representative.

8.

Sketch of the business site

The following are the steps for registration: 1.

A corporation must accomplish SSS Forms R-1(Employer Registration) and R-1A (Employment Report) signed by its President or any of the corporate officers and submit these forms together with a photocopy of the Articles of Incorporation. The original copy of the Articles of Incorporation must be presented to the SSS for authentication purposes.

2.

The Employer shall then submit the initial Employment Report (SSS Form R-1A) to report his/her employees, within thirty (30) days upon their hiring. The SSS Form R-1A should indicate the correct ER Number, the total number of employees reported, and complete employees’ details such as their respective SS Numbers, birth dates, employment start dates, monthly compensation, and positions.

3.

Submit the above requirements; and

4.

Secure SSS Certificate and stamped received R1-A.

Note: The 13-digit Employer Number is always used in all transactions with the SSS. Once SSS number has been issued, it is a must to contribute and pay contributions whether employed or registered as employed, voluntary, OFW or household service worker or whatever the status is. Having SSS number does COLLEGE OF BUSINESS ADMINISTRATION

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LYCEUM OF THE PHILIPPINES UNIVERSITY not mean automatic coverage and eligibility to benefits. Being an active member is mandatory to meet SSS requirements for coverage. PAG-IBIG (Home Development Mutual Fund) Registration. PAG-IBIG Registration requires the following: 1.

Employer’s data form

2.

Specimen Signature Form

3.

Valid ID

4.

SSS certification (if already registered with SSS)

5.

Certified True Copy of Proof of Business Existence  Securities and Exchange Commission (SEC) Certificate of Partnership  Certificate of Corporation  Approved Articles of Incorporation  Business Permit/Mayor’s Permit Note: For employer with authorized representative, a valid ID of authorized representative and a letter of authority should also be presented upon registration.

Observe the following procedure when registering with PAG-IBIG: 1. A registrant must go to the nearest PAG-IBIG NCR/regional branch or any extension/service office/field service center, proceed to the Information Counter. 2. Secure Employer’s Data Form (EDF, 2 copies). 3. Accomplish and submit duly accomplished EDF together with required supporting documents. COLLEGE OF BUSINESS ADMINISTRATION

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LYCEUM OF THE PHILIPPINES UNIVERSITY Note: The PAG-IBIG Employer ID shall be issued as soon as available.

Philippine Health Insurance Corporation (PhilHealth) Registration. To register with PhilHealth, undertake this procedure: 1.

Fill-out two (2) copies of the PhilHealth Member Registration Form

2.

Submit PMRF to the nearest LHIO together with the following documents:



Two (2) 1x1 latest ID picture



Two valid IDs; and any of the following documents: o For SSS pensioners 

Photocopy of Death, Disability and Retirement (DDR) indicating the date of retirement and effectivity date of pension



Photocopy of the Retiree/Pensioner Certification indicating the effectivity date of retirement

o SSS Survivorship Pensioner before March 4, 1995 

Photocopy of Death, Disability and Retirement indicating the type of survivorship in nature and the effectively date of pension



Photocopy of Survivorship Pensioner Certification indicating the effectively date of pension

o Other individuals who are not under the abovementioned categories 

Photocopy of official receipts of premium payments to PhilHealth



Any other documents indicating the months of premium payments to PhilHealth

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LYCEUM OF THE PHILIPPINES UNIVERSITY 3. Await Member Data Record (MDR) and PhilHealth ID Card Articles of Incorporation and By Laws

Articles of Incorporation of Lave-Auto KNOWN ALL MEN BY THESE PRESENTS: The undersigned incorporators, all legal age and majority of who are residents of the Philippines, have this day voluntarily agreed to form a stock corporation under the laws of the Republic of the Philippines, and WE HEREBY CERTIFY THAT: FIRST: The name of said corporation shall be “LA-VE AUTO” SECOND: That the primary purpose for which such corporation is incorporated: PRIMARY PURPOSE The purpose for which the corporation is organized is to provide a full-service automated car wash that will serve the local community in a convenient and efficient way. The corporation aims to meet all customer expectations by giving the highest quality and continuous service with a reasonable price for customer’s satisfaction. Provided that the corporation shall not solicit, accept or take investments/placements from the public neither shall it issue investment contracts. THIRD: That the principal office of the corporation is in Emilio Aguinaldo Highway, Barangay Lucsuhin, Bayan ng Silang, Province of Cavite; FOURTH: The term for which said corporation is to exist is ten (10) years from and after the date of issuance of the certificate of incorporation; FIFTH: That the names, nationalities and residences of the incorporators are as follows: NAME Dela Rea, Christine Jane

NATIONALITY Filipino

RESIDENCE Dasmariñas City, Cavite.

Ignaco, Shara Laine B.

Filipino

General Trias, Cavite

Martin, Marra Angela Reign

Filipino

General Trias, Cavite

Samson, Joana Monica D.

Filipino

General Trias, Cavite

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LYCEUM OF THE PHILIPPINES UNIVERSITY Satsatin, Anne Christine A.

Filipino

General Trias, Cavite

SIXTH: That the number of directors of the corporation shall be ten (10), and that the names, nationalities and residences of the first directors who are to serve until their successors are elected and qualified as provided by the by-laws are as follows. (As amended the Board of Directors and the Stockholders at their respective meetings both held on 20th of November 2018) NAME Dela Rea, Christine Jane

NATIONALITY Filipino

RESIDENCE Dasmariñas City, Cavite.

Ignaco, Shara Laine B.

Filipino

General Trias, Cavite

Martin, Marra Angela Reign

Filipino

General Trias, Cavite

Samson, Joana Monica D.

Filipino

General Trias, Cavite

Satsatin, Anne Christine A.

Filipino

General Trias, Cavite

SEVENTH: That the authorized capital stock of the corporation is FIFTY SIX MILLION PESOS (P56,000,000.00), in lawful money of the Philippines, divided into Five Hundred Sixty Thousand (560,000)-common shares with par value of One Hundred Pesos (P100.00) per common share. EIGHTH: That at least 25% of the authorized capital stock has been subscribed and at least 25% of the total subscription has been paid as follows: Subscribed shares Name of Subscriber

Nationality

Dela Rea, Christine Jane Ignaco, Shara Laine Martin, Marra Angela Reign Samson, Joana Monica Satsatin, Anne Christine TOTAL

Filipino Filipino Filipino Filipino Filipino

No. of Shares Subscribed

Amount Subscribed

28,000 28,000 28,000 28,000 28,000 140,000

2,800,000 2,800,000 2,800,000 2,800,000 2,800,000 P14,000,000

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LYCEUM OF THE PHILIPPINES UNIVERSITY NINTH: That the above-named subscribers have paid at least twenty-five (25%) percent of the total subscription as follows Paid in Name of Subscriber Dela Rea, Christine Jane Ignaco, Shara Laine Martin, Marra Angela Reign Samson, Joana Monica Satsatin, Anne Christine TOTAL

Nationa lity

No. of Shares Subscribed

Amount Paid

Filipino Filipino Filipino Filipino Filipino

2,800 2,800 2,800 2,800 2,800 14,000

700,000 700,000 700,000 700,000 700,000 P3,500,000

TENTH: Ms. Joana Monica Samson has been elected by the subscribers as Treasurer of the corporation to act as such until her successor is duly elected and qualified in accordance with the by-laws; and that, as such Treasurer, he has been authorized to receive for and in the name and for the benefit of the corporation, all subscriptions paid in by the subscribers. ELEVENTH: That no transfer of stock or interest which will reduce the ownership of Filipino Citizens to less than the required percentage of the capital stock as provided by existing laws shall be allowed or permitted to be recorded in the proper books of corporation and this restriction shall be indicated in all the stock certificates issued by the corporation. TWELFTH: That the incorporators and directors undertake to change the name of the corporation as herein provided, or as amended thereafter, immediately upon receipt of notice or directive from the Securities and Exchange Commission that another corporation, partnership or person has acquired a prior right to the use of that name or that the name has been declared as misleading, deceptive, confusingly similar to a registered name or contrary to public morals, good custom or public policy. IN WITNESS WHEREOF, we have hereunto signed these Articles of Incorporation, this 25th day of November 2018, in the City/Municipality of Silang, Province of Cavite, Republic of the Philippines.

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LYCEUM OF THE PHILIPPINES UNIVERSITY By-Laws of La-Ve Auto I. The time, place and manner of calling and conducting regular or special meetings of the directors. a) Regular meetings of the board of directors of the corporation shall be held monthly, unless the by-laws provide otherwise. b) Special meetings of the board of directors may be held at any time upon the call of the president or as provided in the by-laws c) Meetings of directors may be held anywhere in or outside of the Philippines, unless the by-laws provide otherwise. Notice of regular or special meetings stating the date, time and place of the meeting must be sent to every director or trustee at least one (1) day prior to the scheduled meeting, unless otherwise provided by the by-laws. A director may waive this requirement, either expressly or impliedly. II. The time and manner of calling and conducting regular or special meetings of the stockholders. a) Regular or annual meetings of stockholders shall be held annually on 5 th of January. b) Written notice of regular meetings shall be sent to all stockholders of record at least two (2) weeks prior to the meeting, unless a different period is required by the by-laws. c) Special meetings of stockholders shall be held at any time deemed necessary or as provided in the by-laws: d) Written notice of special meetings shall be sent to all stockholders at least one week prior to the meeting, unless a different period is required by the by-laws. e) Stockholders’ meetings, whether regular or special, shall be held in the city or municipality where the principal office of the corporation is located, and if practicable in the principal office of the corporation. Metro Manila shall, for this provision, be considered city or municipality. III. The required quorum in meetings of stockholders a) The required quorum in meetings of stockholders shall consist of the stockholder/s representing most of the outstanding capital stock. IV. The form for proxies of stockholders and the manner of voting them a) Stockholders may vote in person or by proxy in all meetings of stockholders. Proxies shall be in writing, signed by the stockholder and filed before the scheduled meeting with the corporate secretary. Unless otherwise COLLEGE OF BUSINESS ADMINISTRATION

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LYCEUM OF THE PHILIPPINES UNIVERSITY provided in the proxy, it shall be valid only for the meeting for which it is intended. No proxy shall be valid and effective for a period longer than five (5) years at any one time. V. a)

b)

c)

VI. a)

THE QUALIFICATIONS, DUTIES, TERM AND COMPENSATION OF DIRECTORS No person convicted by final judgment of an offense punishable by imprisonment for a period exceeding six (6) years, or a violation of this Code, committed within five (5) years prior to the date of his election shall qualify as a director. Every director must own at least one (1) share of the capital stock of t...