How To Get Tax-exempt Status for a Non-profit Organization

Under the Corporation Code, a non-stock corporation may be formed or organized for charitable, religious, educational, professional, cultural, fraternal, literary, scientific, social, civil service, or similar purposes, such as trade, industry, agriculture, and similar chambers, or any combination thereof (Corporation Code Section 88). By definition:

1. No part of the income of non-stock corporations shall be distributed as dividends to their members, trustees, or officers; and
2. Any profit incidental to their operations shall be used in furtherance of their purpose or purposes (Corporation Code Section 87).

Just like any corporation does, Non-stock non-profit corporations are still required to file to SEC for incorporation and issuance of the Certificate of Incorporation. They must also be registered to BIR (Bureau of Internal Revenue) for the Certificate of Registration, then further apply for the tax-exemption, if qualified.

In addition, SEC-registered, non-stock corporations are required to submit to SEC their annual financial statements. If the non-stock corporation receives government funding or contributions from a donor of at least PHP 500,000 in one or aggregate transactions, it must also submit a sworn statement by the President and Treasurer on the organization’s (a) schedule of receipts or income other than contributions and donations; (b) schedule of contributions and donations; and (c) schedule of disbursements according to sources and activities (SRC Rule 68 Part I Section 4A, as amended by SEC Memorandum Circular No. 4, series of 2013, and SEC Memorandum Circular No. 15, series of 2016).

For additional tax benefits, an NPO may seek to become an accredited non-stock, non-profit corporation or an accredited NGO (Revenue Regulation No. 13-98 Section 1).

To qualify for accreditation, a non-stock, non-profit corporation must be organized for one or more of the following kinds of purposes:

• Religious;
• Charitable;
• Scientific;
• Athletic;
• Cultural;
• Rehabilitation of veterans; or · Social welfare. (Revenue Regulation No. 13-98 Section 1(a))

Further, no part of the net income or assets of the accredited organization may belong to or inure to the benefit of any member, organizer, officer, or specific person (Tax Code Section 30(E); Revenue Regulation No. 13-98 Section 1(a)).

To qualify for accreditation as an NGO, an NPO must be organized and operated exclusively for one or more of the following kinds of purposes:

• Scientific;
• Research;
• Educational;
• Character-building;
• Youth and sports development;
• Health;
• Social welfare;
• Cultural; or
• Charitable (Tax Code Section 34(H)(2)(c)(1)).

Further, any part of the net income of the NGO should not inure to the benefit of any private individual (Tax Code Section 34(H)(2)(c)(1)); Revenue Regulation No. 13-98 Section (1)(b)). Accredited NGOs are also subject to other requirements, including restrictions on the number of administrative expenses that can be incurred (up to 30 percent of total expenses) and limitations on the distribution of assets upon the organization’s dissolution (Revenue Regulation No. 13-98 Section 1(b)). [4]

A microfinance NGO obtains its mandate from the Microfinance NGOs Act and must undergo accreditation by the Microfinance NGO Regulatory Council in order to enjoy the legal and tax benefits set forth by the enabling law (Microfinance NGOs Act Section 10). [5]

No part of the income of an NPO may inure to the organization’s members, trustees, or officers. Any earnings of the organization must be used exclusively to promote its statutory objectives (Corporate Code Section 87).

Accredited NPOs are prohibited from undertaking a variety of transactions that would lead to direct or indirect private inurement. These include:

•  Lending any part of the organization’s income or property without adequate consideration (with an exception for some formal micro-credit or micro-finance programs);
•  Purchasing any security and/or property for more than adequate consideration;
•  Selling any of the organization’s property for less than adequate consideration;
•  Diverting income or property rights of the organization to founders, principal officers, directors, and persons closely related to them or to any corporation controlled directly or indirectly by those same individuals;
•  Using any part of its property, income, or seed capital for any purpose other than that for which the corporation was created or organized; or
•  Engaging in any activity which is contrary to law, public order or public policy (Revenue Regulation No. 13-98 Section 10).

Further, the members of the Board of Trustees of accredited NPOs are prohibited from receiving compensation or remuneration. They may, however, receive reasonable per diem (Corporation Code, Section 30, as read in conjunction with Corporation Code, Section 87). There is no such prohibition against the remuneration of corporate officers. For accredited NGOs, administrative expenses, including compensation and remuneration, may not exceed, on an annual basis, 30 percent of total expenses for the taxable year (Revenue Regulation No. 13-98 Section 1(b)(ii)).

NPOs are prohibited from having stockholders. No part of the income of an NPO is distributable as dividends to its members, trustees, or officers; and all profits shall be used in furtherance of the organization’s objectives (Corporation Code Section 87). In addition, for accredited non-stock, non-profit corporations, the law specifically states that no part of the net income or assets may “belong” to any member, organizer, officer, or specific person (Revenue Regulation No. 13-98 Section 1(a); Tax Code Section 30(E) and (G)).