Important Information - Foreign Business in PH
Important Information - Foreign Business in PH
Important Information - Foreign Business in PH
Here are the main steps you need comply with when starting a business in the Philippines.
Business Registration
• Register your business name.
• For sole proprietors, you need to register through the Department of Trade and Industry
(DTI). Interested parties can also do their DTI business registration online.
• For corporations and partnerships, you need to register with the Securities and Exchange
Commission (SEC) i-Register Facility.
• Obtain several business permits from local government units where your new business will be
based.
• For sole proprietors, you need to get a DTI Business Name Certificate. For corporations and
partnerships, you need to secure a SEC Certificate of Incorporation/Partnership.
• For businesses who rent commercial space, you need to secure a Contract of Lease. For
businesses who operate on private lands, you need to secure a Land Title. For businesses
which function in a subdivision, condominium complex, or village, you need to secure a
Homeowner’s Association Certificate.
• Get a mayor’s permit.
• The requirements for the mayor’s permit vary per municipality, but mainly, the list includes
a contract of lease, barangay clearance, occupancy permit, sanitary permit, fire permit, and
a community tax certificate.
• Secure a Certificate of Registration (COR) from the Bureau of Internal Revenue (BIR).
• Now that you’ve registered your business, you need to handle the requirements of your
employees. You need to ensure that they are registered with the Social Security System (SSS),
PhilHealth, Home Development Mutual Fund (HMDF)/PAG-IBIG, and BIR.
IP Registration
• Applicants can process this online. Upon submission of requirements and payment of fees, the
applicant will receive an email from the IPOPHL with the application number and filing date.
• After a search process, which also ensures compliance to regulations, a certificate of
registration will be issued with a 10-year validity. The certificate will be printed in the IP
Philippines Gazette and be included in the official records.
Expenses:
Each city has its own requirements regarding the filing fee that goes with your business license.
It usually ranges from $50 - $400 or more, depending on what type of business you're operating.
There may be an additional processing fee of $25 or so as well.
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Deciding on whether to establish a company in a foreign country is not an easy decision. Among
the key factors to be considered are the risks, costs and requirements involved. In the Philippines
foreign companies looking to register a business are faced with similar questions.
Here are some of the options foreign companies may consider when seeking to register a
business in the Philippines:
1. Domestic Corporation
Domestic Corporation is the country’s version of a subsidiary and it can be either Filipino or
foreign-owned. Depending on the target market and ownership structure, the capitalization may
vary starting from a minimum of Php 100,000.00 to a maximum of USD 200,000.00. A domestic
corporation is authorized to earn income and is currently subject to 30% corporate income tax
on the net income. It may seem complex to establish because it has to maintain a minimum of 5
to 15 directors and a few mandatory officers like Corporate Secretary and Corporate Treasurer
but once you have these in place, you’ll have a very good jumping start.
2. Branch Office (Export Enterprise-Goods or Services)
An investor who wants to branch out his foreign operations in the Philippines may opt to register
for a Branch Office and have it 100% foreign owned as long as it can provide the required
operating capital of USD 200,000.00. This can be lowered to USD 100,000.00 by meeting one of
SEC’s conditions when it comes to activities and target market. Unlike a Domestic Corporation, a
branch office does not need to main a board of directors but instead, assign a resident agent who
should be a Filipino or a Philippine resident. This resident agent will act as the branch office’s
special point of contact say, for summons from government offices or as signatory for lease
agreement. As with a domestic corporation, it is authorized to earn income and is currently
subject to 30% corporate income tax. If your future company in the Philippines is a domestic
corporation (subsidiary) or branch office exporting goods or services or generating revenue from
abroad amounting to more than 60% of its gross sales, it can be fully foreign-owned, as it is
considered an Export Enterprise under the Foreign Investments Act. Both branch and domestic
corporation options can be registered with as little as P5,000 paid-up capital. However, most
banks require P25,000 – P50,000 to open a corporate bank account. Most all foreign-owned “cost
centers” such as call centers, contact centers, IT-BPOs, web development, and web design are
eligible for classification as Export Enterprises and full foreign ownership. Some of these are even
registered with PEZA to avail of tax and other incentives.
3. Representative Office
From the word ‘representative’ itself, this type of structure is being established to merely
‘represent’ a parent company from abroad. A representative usually hires local employees to
assist the parent company’s clients in the Philippines, to disseminate information and to establish
a local presence for the parent company. The parent company should prepare USD 30,000.00
operating capital for the representative office to be registered. Like a branch office, a rep office
only needs to maintain a resident agent who must be a Filipino or a Philippine resident to transact
on behalf of the company. While it is not authorized to earn any income and is therefore not
subject to any income tax, a representative office will still be required to submit mandatory
periodic reports to the Bureau of Internal Revenue (BIR).
• Application Form
• Certificate of Registration from Securities and Exchange Commission (SEC) for
Corporations/Partnerships; Department of Trade and Industry (DTI) for Sole
Proprietorships; or Cooperative Development Authority (CDA) for Cooperatives
• Barangay Business Clearance*
• Community Tax Certificate (CTC or Cedula)
• Contract of Lease (if leased)
• Sketch/Pictures of the business location (3 copies)
• Locational/Zoning Clearance*
• Certificate of Occupancy (Building and Unit)*
• Building Permit and Electrical Inspection Certificate*
• Sanitary Permit*
• Fire Safety Inspection Permit*