11 steps to incorporating in Philippines

Philippines business incorporation essential guides

Pre-incorporation

  1. Our Client settles our Philippines company incorporation fees, signs our engagement letter and provides us the required due diligence documentation including passport copies, proof of address, and details of the company’s intended activities;
  2. During the engagement planning phase we agree we agree the optimum corporate structure, including the requirement for nominee resident directors and shareholders. Thereafter we provide our Client with a detailed engagement project plan outlining a roadmap for the company incorporation process, thus minimizing unwanted surprises and meeting Client expectations;
  3. Incorporation procedure

  4. Our Team performs a company name search with the Securities and Exchange Commission (SEC). The availability of your preferred company name can be checked online on the Philippines Business Registry;
  5. Upon company name approval, we assist our Client open a temporary capital account to deposit the statutory minimum share capital and secure a Treasurer’s Affidavit. Thereafter, we secure a lease for office premises and email the corporate documents to our Client including i) consent to act as director and shareholder and ii) the Memorandum and Articles of Association (M&AA) for signature and courier return to Healy Consultants’ Philippines company secretary;
  6. Upon receipt of the original signed forms, our local representative notarizes the Treasurer’s Affidavit, M&AA and compliance forms, pays the statutory fees and completes business registration with the Philippines SEC;
  7. Next, we apply for the Community Tax Certificate (CTC) and the Barangay (district) clearance to enable our Client apply for additional business licenses and permits from the Business Permits and Licensing Office (BPLO);
  8. Once the CTC is obtained, the Philippines Board of Investments (BOI) emails us the registration approval of our Clients’ company and provides the Certificate of Registration. Thereafter we will obtain the relevant municipal license(s) at the business licensing section of the Mayor’s Office;
  9. Post-incorporation

  10. Healy Consultants applies for Tax Identification Number (TIN) at the Bureau of Internal Revenue. During the tax registration process, on Form 1903, we will also indicate the specific types of taxes (including VAT) we expect our Client’s company to be liable for in Philippines. We will submit Form 1906 to assist secure BIR approval to print local invoices and receipts;
  11. Our Banking Team completes permanent corporate bank account opening for our Client. The account includes world-class multi-currency internet banking facilities and our Client is not required to visit the Philippines to complete this task. We work with internationally recognized banks such as HSBC, Standard Chartered, and Citibank to provide corporate bank account services. If required, we will also assist our Client to obtain corporate finance, trade finance, and open both local and international merchant accounts;
  12. If required, we will provide our Client with complete Philippines virtual office including local telephone, fax and email support, or assist locate permanent business premises in the country. Furthermore before recruiting local staff, we will register the local company with the Social Security System (SSS), Philippine Health Insurance Company (PhilHealth) and Home Development Mutual Fund (HDMF);
  13. Our Compliance Team prepares all post registration documents and provides our Client with a complete company kit including i) original Certificate of Incorporation ii) a bound copy of the Philippines government approved Articles of Association iii) original share certificates and iv) all original Philippines government receipts as evidence of payment of company incorporation and license fees. We finally e-mail our Client an engagement feedback survey to our Client.

Documents required to incorporate a Philippines company

  • Passport copies for all individual foreign directors and shareholders, notarized and legalized in the Embassy of the Philippines in our Client’s home country;
  • Incorporation documents for all corporate shareholders (if any) also legalized by a Philippines Embassy;
  • Legalized Power of Attorney (PoA) authorizing Healy Consultants to submit company incorporation, tax registration and bank account opening forms on behalf of the company beneficial owners;
  • Certificate of share capital deposit (Treasurer’s Affidavit) and lease agreement for local office premises, both notarized by a Notary Public in the Philippines;
  • Community Tax and Barangay clearance certificates.

Contact us

For additional information on our incorporation services in Philippines, please email us at email@healyconsultants.com. Alternatively please contact our in-house country expert, Ms. Chrissi Zamora, directly:
client relationship officer - Chrissi