Business Registration and Incorporation Services
Doing business in the Philippines has many advantages to foreign companies. Foreign investors, however, must be familiar with the different modes of doing business in the Philippines, their capital requirements as well as their tax implications.
In doing business in the Philippines, foreign investors may choose between establishing a Domestic Corporation or a Branch Office. Choosing one entity over another may have its own advantages and disadvantages. On one hand, corporations promise administrative feasibility. On the other hand, branch offices are more advantageous tax-wise since they are considered as foreign-owned. However, branch offices cannot be used to engage in the activities that are included in the Foreign Negative List while corporations can meet the necessary percentage of Philippine ownership.
To incorporate, Philippine law requires a minimum of five (5) incorporators, who are natural persons holding at least a single share in the corporation. The law further requires a corporation to have five (5) to fifteen (15) directors (for stock corporations) or trustees (in the case of a non-stock corporation). Each director or trustee must hold at least one qualifying share of stock as well. In addition, majority must also be residents of the Philippines.
The Securities and Exchange Commission (SEC) issues the Certificate of Incorporation which signifies the commencement of corporate existence and juridical personality for the company. Prior to the issuance of such Certificate, the SEC requires corporations to reserve and register a corporate name, submit the proposed Articles of Incorporation and By-Laws which comply with the requirements of the Corporation Code of the Philippines. To complete the process, domestic corporations are required to obtain their licenses from the SEC.
A Foreign Corporation establishing a branch office in the country need not incorporate. Nevertheless, it must obtain a license to do business in the country from the SEC. To obtain such license, the head office of the foreign corporation must prove its legal existence in the country of origin, its financial solvency and its authorization to set up a branch in the Philippines. The Branch Office in the Philippines must also appoint a resident agent in the country who shall be responsible for receiving summons and legal processes. This allows the SEC and the other entities to obtain jurisdiction over the foreign company. Without such license, a foreign corporation cannot file a suit before the Philippine courts.
While a Certificate of Incorporation from the SEC signifies the commencement of corporate existence and juridical personality of the corporations the businesses must register with the appropriate government agencies such as the Bureau of Internal Revenue (BIR), the Social Security System (SSS), the Philippine Health Insurance Corporation (Phil-Health) and the local government units where the principal office will be located.
Our lawyers will assist you in determining the most suitable mode of doing business in the Philippines. We will also help you throughout the entire incorporation procedure most especially in the preparation of documents that are necessary for registration in the appropriate government agencies such as, but not limited to, the Securities and Exchange Commission (SEC) and the Bureau of Internal Revenue (BIR).
To establish your business without delay, you need someone who can secure the necessary licenses and permits. The Philippine bureaucracy may threaten your completion of documentary requirements to set up your business. As such, our consultants and legal experts will likewise help you work your way through the hierarchy and bureaucracy of most Philippine organizations to ensure the speedy establishment of your business.
You need a team of consultants who can help you work your way through the hierarchy and bureaucracy. Our goal is to help you establish your business in the Philippines, secure all licenses and permits so your business can be organized without delays.
We will help you reserve a company name that you have chosen for your business and register your company with the Securities and Exchange Commission (SEC). We will also choose the most suitable mode of doing business that will meet your goals and objectives. Our goal is to identify, address and mitigate the business risks within your industry.
Why Choose Filipino Virtual Lawyers?
- We are a very efficient and experienced team of Filipino lawyers
- We value your time and money
- We work based on your budget
