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Registering a Domestic Corporation in the Philippines

A domestic corporation in the Philippines is a business entity that is organized and existing in the Philippine under the Corporation Code of the Philippines (Batas Pambansa Bilang 68). This could operate any type of legitimate business declared in its purpose or purposes of registration such as but not limited to the following areas:

  • Rendering services of any type;
  • Trading or importation;
  • Manufacturing; and,
  • Realty operations.

It is a limited liability company and its stockholders could only be held liable to the extent of its contribution. It requires at least five (5) to fifteen (15) incorporators who are majority residents of the Philippines, and a capitalization of at least PhP5,000.00.

Domestic Company Name Registration

The domestic corporation will register its proposed corporate name in the Philippines with the Securities and Exchange Commission’s (SEC) name reservation system with a minimal payment based on the number of days under reservation.

Requirements for Registration of Domestic Corporation

Based on the intended company name, the SEC in the Philippines would require the following documentary requirements for the registration of domestic corporation:

  • Articles of Incorporation based on the technical wordings of the Corporation Code of the Philippines;
  • By-laws with the internal rules;
  • Treasurer’s Affidavit on the capitalization;
  • Joint Undertaking to Change Name signed by at least two (2) incorporators;

Applicants could use SEC express forms or customize documents based on the applicable laws, rules, and regulations. Based on the said documentations, SEC will evaluate completeness and upon finding the in order, will issue assessment for the payment of the filing fee. Approval process after payment of filing fee would take three (3) to ten (10) working days.

Stock and Transfer Book Registration

Upon release of SEC approval of the Certificate of Registration of the domestic corporation in the Philippines,  the company shall register a stock and transfer books with minimal cost of around PhP500.00.

Tax Authority Registration

The SEC would assign a tax identification number (TIN) from the Bureau of Internal Revenue (BIR or Tax Authority) that the company should formalize its registration upon payment of annual registration fees (BIR Form No. 0605), documentary stamp tax (DST) for the shares subscribed, and other documentations. The Tax Authority will register the company, its books of accounts, and its official receipts or commercial invoices.

Business Permits and Licenses

The domestic corporation is likewise required to secure business permits and licenses from the city or municipality covering the place of its business address. Government and permits fees are normally imposed on business permits, community tax certificates, barangay clearance, fire permit, occupancy permit, and the likes.

For domestic corporation engaged in regulated activities such as banks, financing companies, lending companies, manpower agencies and the likes will be required to secure secondary license prior to formal operations. Another set of documentation and fees will be required based on the nature of application with the applicable government agency.

Employee Welfare Registrations

The domestic company as an employer will likewise be required to register with the following government agencies:

  • Social Security System (SSS) for employee’s social security;
  • Philippine Health Insurance Corporation (PHIC) for employee’s health insurance benefits; and.
  • Home Development Mutual Fund (HDMF or Pag-ibig) for employee’s housing benefits.

Application forms containing employer and employee details along with some documentations will be required for the registration.

Professional Services

Or company registration team is technically well-equipped in handling complete registration of domestic corporations in the Philippines. The entire process of domestic corporation registration would take thirty (30) days on the average and we would be happy to be of professional assistance in setting up your domestic company in the Philippines.