The Bureau of Internal Revenue (BIR) issued Revenue Memorandum Circular (RMC) 91-2025 last October 8, 2025, as an amendment to the documentary requirements under RMC 74-2025. The original circular initially states that only duly appointed Corporate Secretaries are authorized to sign Secretary’s Certificates related to business registration, and such cannot be delegated to an Assistant Secretary. This is consistent with the rules of the Revised Corporation Code of the Philippines which designates the Corporate Secretary as the officer responsible for the safekeeping and preservation of corporate records.
However, to streamline the business registration process, the BIR now accepts Board Resolutions and Secretary’s Certificates signed by Assistant Corporate Secretaries. This amendment provides corporate taxpayers with greater flexibility and eases administrative burden while ensuring compliance with regulatory requirements.
Please be guided accordingly.
Source:
P&A Grant Thornton
Certified Public Accountants
P&A Grant Thornton is the Philippine member firm of Grant Thornton International Ltd
As published in SunStar Cebu, dated 25 November 2025
