Do business in the Philippines
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Benefits
Why choose Commenda for your company expansion in the Philippines
Incorporate a Domestic Corporation
We assist with the full process of registering a domestic corporation with the SEC, including foreign ownership structuring, BIR registration, and local permits.
Stay compliant across agencies
From BIR filings to SEC reporting and LGU permits, we cover your entire compliance stack in one dashboard.
Cross-border friendly
We help structure your Philippines entity as a fully foreign-owned subsidiary or joint venture, depending on your use case.
Entity Types
Choose the right business structure for your company
Domestic Corporation (DC)
- 100% foreign ownership permitted in many sectors (subject to Foreign Investment Negative List)
- At least 2 incorporators (can be foreign or local)
- Minimum paid-up capital: Generally ₱5,000, but higher for certain sectors or full foreign ownership
- Requires a local corporate secretary and treasurer (can be nominee)
- Must secure Barangay clearance, Mayor’s Permit, and BIR registration
- VAT registration required if annual gross receipts > ₱3 million
- SEC, BIR, and LGU filings mandatory
Limited Partnership
- Minimum of one general partner and one limited partner required
- Limited partners have liability capped at their capital contributions
- General partners retain unlimited liability and management control
- Limited partners cannot participate in business management
- No minimum capital requirement under Civil Code
- No minimum capital requirement under Civil Code
- Must register with SEC if capital exceeds PHP 3,000
- Suitable for investment vehicles and professional services
Got questions? Schedule a call with one of our experts
Frequently Asked Questions
Can a foreigner fully own a Philippine company?
It depends on the business sector and type. For export enterprises (60%+ of output exported), 100% foreign ownership is allowed. For domestic market enterprises, foreign ownership is generally limited to 40% unless the business has minimum USD 200,000 paid-up capital. Certain sectors like retail trade, telecommunications, and mass media have specific restrictions under the Foreign Investment Negative List (FINL). However, sectors like manufacturing, IT/BPO, and tourism allow full foreign ownership with proper capitalization.
How long does the incorporation process take?
The complete incorporation process in the Philippines typically takes 45 days to 3 months. SEC company registration alone takes 2-4 weeks, but additional permits from local government units (Barangay clearance, Mayor’s permit), BIR tax registration, and other agency registrations extend the timeline. Processing can be expedited with proper preparation of all required documents and working with experienced local professionals.
Do I need to be in the Philippines to incorporate?
No, physical presence is not required for incorporation. The entire process can be handled remotely through authorized representatives or local corporate services providers. You’ll need to provide notarized and apostilled documents (Articles of Incorporation, power of attorney) and can conduct board meetings virtually. However, you must appoint Filipino officers (corporate secretary must be Filipino citizen) and maintain a registered local address.
What taxes apply to Philippine companies?
The standard corporate income tax rate is 25% on net income. Small and medium enterprises with net taxable income below PHP 5 million and total assets under PHP 100 million qualify for a reduced rate of 20%. Additional taxes include 12% VAT (if gross receipts exceed PHP 3 million annually), minimum corporate income tax of 2% on gross income (starting 4th year), and various local business taxes depending on location.
Do I need a Philippine resident director?
While there’s no specific requirement for a “resident director,” the majority of directors must reside in the Philippines. More importantly, the corporate secretary must be a Filipino citizen, and the treasurer must be a Philippine resident. At least 2-15 incorporators/directors are required, with specific officer positions (President, Corporate Secretary, Treasurer, Compliance Officer) that must be filled by qualified individuals meeting residency/citizenship requirements.
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