Every legitimate lending company in the Philippines starts in the same place: the Securities and Exchange Commission. Unlike an ordinary trading business, a lending company cannot simply register a business name and start releasing loans. The Lending Company Regulation Act of 2007 (Republic Act No. 9474) requires you to hold a special secondary license before you accept a single centavo of interest. Operating without it is a criminal offense, and in recent years the SEC has aggressively shut down and penalized unregistered online lenders.
This guide walks through what the SEC actually expects in 2026 — the corporate form, the capital, the documents, and the realistic timeline — so you can get to your first loan release without a compliance headache.
Why the SEC, and why a second license?
There are two layers of registration, and new founders often confuse them. The first layer is incorporation: you register a juridical entity (a stock corporation) with the SEC, which gives you a Certificate of Incorporation. The second layer is the Certificate of Authority (CA) to Operate a Lending Company, a secondary license issued specifically under RA 9474. The Certificate of Incorporation makes you a company; the Certificate of Authority makes you a lending company.
The distinction matters because your books, your taxes, and your reportorial obligations all flow from that secondary license. Once you hold a CA, the SEC treats you as a regulated financial entity with ongoing reporting duties — which is why your accounting needs to be examiner-ready from day one.
Who can register a lending company?
RA 9474 is strict about form. A lending company must be a stock corporation. You cannot run a licensed lending business as a sole proprietor or an ordinary partnership. At least a majority of the voting stock generally must be owned by Filipino citizens, and the corporate name is required by law to signal what you do — it must include "Lending Company" or "Lending Investor." A name like "Juan Dela Cruz Trading" will not pass.
The incorporators and directors must also meet fit-and-proper standards. The SEC screens for anyone previously convicted of offenses involving moral turpitude or barred from the financial sector, because a lending license is a position of public trust.
How much capital do you need?
Capitalization is where founders are most often caught off guard, and there has been a lot of noise about it recently. The statutory floor written into RA 9474 is a minimum paid-up capital of ₱1,000,000, and as of this writing that is still the operative figure for an ordinary lending company.
The confusion comes from a draft circular the SEC released in March 2026, which proposed tying capital to online lending platforms (OLPs): ₱10,000,000 for a lending company with no OLP, ₱20,000,000 with one, and more above that. In April 2026 the SEC signalled it would keep the ₱1,000,000 minimum rather than adopt those figures as a blanket requirement, limiting the geographic reach of thinly capitalised lenders instead. If you are planning a brick-and-mortar operation, budget against ₱1,000,000 — not ₱10,000,000.
Two caveats. If you intend to run an online lending platform, expect a materially higher requirement, and check the circular in force on the day you file. And do not confuse this with a financing company under RA 8556, which is a different licence with its own capital schedule. Always confirm the current figure with the SEC before you incorporate.
Documents the SEC will ask for
The Certificate of Authority application sits on top of your incorporation documents. Prepare these early — chasing signatures and notarizations is what stretches a two-month process into four.
The realistic timeline
Name reservation is fast — often same-day online. Incorporation through the SEC's electronic portal can take a few days to a couple of weeks depending on document quality. The Certificate of Authority is the longer leg, because the SEC reviews your capital, principals, and business plan; budget four to eight weeks. Running in parallel, you should already be preparing your BIR registration so you can print official receipts and register your books the moment the CA lands.
Do not release loans "while the CA is being processed." Interest income earned before your Certificate of Authority is issued exposes you to penalties and can jeopardize the license itself.
After registration: staying compliant
Getting the license is the beginning, not the end. As a licensed lending company you owe the SEC recurring reports — audited financial statements, a General Information Sheet, and lending-specific reportorial submissions — and the BIR a full stack of returns including documentary stamp tax, withholding tax, percentage tax, and income tax. The cleanest way to stay ahead of all of it is to keep your loan records and your books in one system from your very first release, so that every collection already carries its tax treatment.
That is exactly what LendKoPH is built for: your loans, collections, and BIR-ready books in one place, with a compliance calendar keyed to the tax types on your Certificate of Registration.
Frequently asked questions
Can I run a lending business as a sole proprietor?
No. RA 9474 requires a lending company to be a stock corporation registered with the SEC and holding a Certificate of Authority. A sole proprietorship or ordinary partnership cannot legally operate as a lending company.
What is the difference between the Certificate of Incorporation and the Certificate of Authority?
The Certificate of Incorporation makes you a corporation. The Certificate of Authority (CA) is a separate secondary license under RA 9474 that specifically authorizes you to operate as a lending company. You need both.
How much paid-up capital do I really need?
The statutory minimum under RA 9474 is ₱1,000,000, and as of April 2026 the SEC has said it intends to keep it. A March 2026 draft circular proposed ₱10,000,000 and up for companies running online lending platforms, but that was not adopted as a blanket minimum. Budget against ₱1,000,000 for a brick-and-mortar lender, expect more for an online lending platform, and confirm the circular in force with the SEC before incorporating.
Does my company name really need "Lending" in it?
Yes. The law requires the corporate name to include the words "Lending Company" or "Lending Investor" so the public can identify regulated lenders.