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Learn more about Domestic Corporation in Philippines

A Registering your company as a domestic corporation in the Philippines is important for several reasons. First and foremost, it gives your business legal recognition and protection under Philippine law. This means that your company can enter into contracts, own assets, and incur liabilities in its own name, separate from its owners. It also provides credibility to your business, which can be important for building trust with customers, partners, and investors. Additionally, registering as a domestic corporation may offer tax benefits and access to government incentives that are available only to registered businesses. It can also help streamline business operations, as compliance with legal and regulatory requirements is necessary to maintain registration. Themis Partner and their qualified Lawyers assist you in your Company Registration so that the process is simplified and that the registration is in compliance with the Filipino legislation.

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What is a Domestic Corporation?

A domestic corporation in the Philippines is a type of business organization that is formed and registered under the laws of the Philippines. It is considered a separate legal entity from its owners, meaning that it has its own rights and liabilities, and can engage in business transactions, own assets, and incur debts.

Domestic corporations in the Philippines are typically owned by Filipino citizens or corporations that are also registered under Philippine law. They are required to comply with various legal requirements, such as filing of annual reports and payment of taxes, and may also be subject to regulation by government agencies.

Examples of domestic corporations in the Philippines include large corporations in industries such as telecommunications, banking, and real estate, as well as small and medium-sized enterprises in various sectors.

What is the importance of registering a Domestic Corporation?

Registering a Domestic Corporation in the Philippines is important for several reasons.

First, it gives your business legal recognition and protection under Philippine law. This means that your company can enter into contracts, own assets, and incur liabilities in its own name, separate from its owners. This legal protection is essential in safeguarding your business against potential legal disputes, as it provides a clear framework for resolving issues that may arise.

Second, it offers credibility and enhances the reputation of your business. Being a registered corporation can provide assurance to customers, partners, and investors that your business is legitimate, trustworthy, and operates in compliance with legal and regulatory requirements. This can help build trust and establish long-term relationships that are important for the growth and success of your business.

Third, registering as a Domestic Corporation in the Philippines may provide tax benefits and access to government incentives that are available only to registered businesses. This can help reduce costs and improve profitability, which is essential for the sustainability of your business.

How to register a Domestic Corporation in the Philippines?

Registering a domestic corporation in the Philippines involves several steps and requirements. Here’s a general overview of the process:

1. Check the availability of the desired company name with the Securities and Exchange Commission (SEC). The name should not be identical or confusingly similar to any existing corporation or business name.

2. Prepare the Articles of Incorporation and Bylaws. These documents outline the corporation’s purpose, structure, and governance. They must comply with the requirements of the Corporation Code of the Philippines and the SEC.

3. Secure the necessary clearances or permits from other government agencies, if applicable. For example, if the corporation will engage in certain regulated activities such as banking or insurance, it may need additional permits or licenses from the Bangko Sentral ng Pilipinas (BSP) or the Insurance Commission (IC).

4. Accomplish and notarize the required documents, such as the Treasurer’s Affidavit, Verification Slip, and other relevant forms.

5. Pay the required registration fees and submit the documents to the SEC. The SEC will then review the documents and issue a Certificate of Incorporation if everything is in order.

6. Register the corporation with other government agencies, such as the Bureau of Internal Revenue (BIR), the Social Security System (SSS), the PhilHealth, and the Pag-IBIG Fund. These agencies will issue the necessary identification numbers and permits for the corporation to operate.

It’s important to note that the process and requirements may vary depending on the specific circumstances of the corporation. It’s advisable to seek the guidance of a lawyer or a reliable service provider to ensure compliance with all the legal and regulatory requirements.

What are the requirements for registering a Domestic Corporation in the Philippines?

The requirements for registering a domestic corporation in the Philippines are as follows:

Name Verification Slip: This document is obtained from the Securities and Exchange Commission (SEC) to verify the availability of the proposed company name.
Articles of Incorporation : This document outlines the purpose, structure, and governance of the corporation, including its authorized capital stock, the number of shares, and the names and addresses of the incorporators and directors.
Bylaws: This document specifies the internal rules and procedures that the corporation will follow, including the roles and responsibilities of the directors and officers, the process for holding meetings, and the requirements for voting and quorum.
Treasurer's Affidavit : This document attests that at least 25% of the authorized capital stock has been subscribed and at least 25% of the subscribed capital stock has been paid.
Verification Slip: This document confirms that the signatories to the Articles of Incorporation and the Treasurer's Affidavit are authorized to represent the corporation.
Community Tax Certificate or Cedula: This is a basic form of identification that is required for individuals and corporations in the Philippines.
Other documents and clearances : Depending on the specific circumstances of the corporation, additional documents or clearances may be required from other government agencies, such as the Bureau of Internal Revenue (BIR), the Social Security System (SSS), the PhilHealth, and the Pag-IBIG Fund.

It’s important to note that the requirements and process may vary depending on the specific circumstances of the corporation. It’s advisable to seek the guidance of a lawyer or a reliable service provider to ensure compliance with all the legal and regulatory requirements.

What are the benefits of registering a Domestic Corporation?

Registering a domestic corporation in the Philippines offers several benefits, including:

1. Limited Liability: One of the main advantages of incorporating a business is that it provides limited liability protection to its shareholders. This means that the personal assets of the shareholders are protected from the liabilities and debts of the corporation.

2. Access to Capital: A corporation can raise capital through the sale of stocks or bonds to investors. This can provide a stable source of funding for business operations and growth.

3. Perpetual Existence: A corporation has a perpetual existence, meaning that it can continue to exist even if the original shareholders or directors leave the company or pass away.

4. Credibility: Registering a corporation can enhance the credibility and reputation of the business, as it shows that the company has undergone a formal process of registration and is compliant with legal and regulatory requirements.

5. Tax Benefits: A corporation can enjoy certain tax benefits, such as lower tax rates and the ability to deduct certain expenses from its taxable income.

6. Brand Protection: Registering a business name as a corporation can help protect the brand and intellectual property of the company, as it provides legal protection against other businesses using a similar name or logo.

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Why hire a professional to help with Registering your Domestic Corporation?

Registering a domestic corporation in the Philippines can be a complex and time-consuming process. As such, many business owners choose to hire a professional to assist with the process.

There are several reasons why it is a good idea to hire a professional to help with registering your domestic corporation in the Philippines. Here are a few of the most important:

 1. Expertise and Experience

A professional service provider, such as a lawyers or a business registration service, has the expertise and experience to guide you through the registration process and ensure that all the legal and regulatory requirements are met.

 2. Time-saving

Registering a corporation can be a time-consuming process, especially if you are not familiar with the procedures and requirements. By hiring a professional, you can save time and focus on other important aspects of your business.

 3. Avoiding Mistakes and Delays

Filing incorrect or incomplete documents can result in delays and additional costs. A professional service provider can help you avoid these mistakes and ensure that your application is complete and accurate.

 4. Access to Resources

A lawyer service provider has access to a network of contacts and resources, such as government agencies and industry associations, that can help facilitate the registration process.

 5. Post-Registration Support

A professional can also offer post-registration support, such as assistance with tax registration, compliance, and other ongoing legal and regulatory requirements.

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