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Prior to commencing operations and establishing a presence in the Philippines, entrepreneurs are required to register or incorporate their company with multiple government agencies to ensure legal compliance within the country. Our comprehensive company incorporation services offer end-to-end assistance, simplifying the registration process for our clients.
Prior to launching and conducting business operations in the Philippines, several registrations and compliance requirements must be fulfilled. We provide comprehensive end-to-end assistance in the following domains:
- Company Incorporation
- TIN ID Application
- Virtual Address
- Bank Account Opening
- Accounting Services
- Tax Compliance
- SEC Compliance
- HR Consulting
- Offshore Company Registration
Company Incorporation
One Person Corporation (OPC)
A One Person Corporation (OPC) stands as a unique corporate structure with a singular stockholder who assumes the roles of both director and president. This format combines the autonomy and control of a sole proprietorship with the limited liability afforded by a domestic corporation, making it an attractive option for solo entrepreneurs seeking to establish a corporation without the associated risks of personal liabilities or the need for business partners.
The sole stockholder, also referred to as the incorporator, can be a natural person of legal age, a trust, or an estate. Notably, in this context, “trust” pertains to the subject managed by a trustee rather than a trust entity.
Similar to a Domestic Corporation, an OPC is mandated to procure a Certificate of Incorporation and a Certificate of Registration from the SEC.
Foreign individuals can establish an OPC, provided they engage in sectors not restricted from foreign participation.
Unlike other corporate entities, an OPC is not obligated to maintain a minimum authorized capital stock, unless stipulated by law. Moreover, unless specified by applicable laws or regulations, no portion of the authorized capital needs to be paid up at the time of incorporation.
The sole stockholder must appoint a nominee and alternate nominee, documented in the Articles of Incorporation, to assume control of the OPC in the event of the stockholder’s demise or incapacitation.
Domestic Corporation in the Philippines
A Domestic Corporation, also known as a Subsidiary Corporation if it involves foreign equity, stands as the prevailing type of corporation in the Philippines. Legally distinct from its shareholders, it mandates a minimum of five incorporators, all of whom must be natural persons of legal age and subscribers of at least one share of the corporation’s capital stock.
As per Philippine law, natural persons are individuals who hold Philippine citizenship from birth. They attain legal personhood to the extent that they exclusively hold protected interests not entitled to legal entities.
To operate, this corporation must obtain both a Certificate of Incorporation and a Certificate of Registration from the SEC. The Certificate of Incorporation authenticates its corporate existence, ensuring adherence to Philippine laws. Conversely, the Certificate of Registration grants authorization for business operations within and beyond the Philippine borders.
In the Philippines, Domestic Corporations are categorized into two types:
•100% Filipino-Owned Domestic Corporation
•60% Filipino-Owned and 40% Foreign-Owned Domestic Corporation
Foreign Ownership of Corporations in the Philippines
Foreign investors enjoy the same rights as Filipino citizens and are required to register their businesses with either the Securities and Exchange Commission (SEC) or the Department of Trade and Industry’s Bureau of Trade Regulation and Consumer Protection, depending on the type of entity. The regulations governing foreign ownership of corporations are outlined in the Corporation Code of the Philippines, with the entry of foreign investment liberalized by the Foreign Investment Act (R.A. 7042, 1991, amended by R.A. 8179, 1996).
Businesses with Foreign Investment Restrictions
The 1991 Foreign Investment Act (FIA) categorizes foreign investments into two negative lists, commonly referred to as the “Foreign Investment Negative List.” These lists specify the limitations or restrictions imposed on foreign investments due to concerns related to security, defense, health, morals, and the protection of small and medium-scale enterprises.
Domestic Corporations (Subsidiary)
Domestic corporations are deemed to have Philippine nationality if at least 60% of their ownership is Filipino. Conversely, if more than 40% of the ownership is foreign, the corporation is classified as foreign-owned. A foreign-owned domestic corporation may have between 40% and 100% foreign ownership, provided the minimum paid-in capital is USD 200,000.00. However, employing a minimum of 50 direct employees or utilizing advanced technology may lower the required paid-in capital to less than USD 100,000.00 (R.A. 7042 as amended by R.A. 8179).
Accounting Services – Efficient Bookkeeping Services for Your Business
Navigating the complexities of bookkeeping can be daunting, given the myriad documentary requirements that necessitate constant updating and meticulous recording. Our proficient team of dedicated bookkeepers is committed to assisting our clients in managing and compiling their essential documents, ensuring timely tax filing, submission, and payment.
Our Services:
We extend comprehensive bookkeeping services tailored to startups, small-medium enterprises, large corporations, and multinational companies. Fueled by our passion for simplifying financial compliance, we strive to empower our clients with hassle-free solutions.
1. Maintenance of Book of Accounts (BOA)
We diligently maintain and update your Book of Accounts (BOA) to mitigate errors in financial statements and tax filings, ensuring accuracy and compliance.
2. Transaction Recording
Our adept team records all your transactions meticulously into our system, guaranteeing the accurate and proper documentation of your financial assets.
Outsource Your Bookkeeping Needs in the Philippines
Outsourcing your bookkeeping needs can prove highly beneficial. Entrust experienced professionals with the recording, compilation, and filing of your financial transactions and documentary requirements while you focus on enhancing the continuity of your business.
With our comprehensive assistance encompassing BOA maintenance, business transaction recording, and tax return preparation and filing, we offer a seamless and streamlined approach to bookkeeping for your establishment. Let us alleviate your bookkeeping burdens, allowing you to concentrate on driving your business forward.
Tax Compliance – Understanding the Bureau of Internal Revenue (BIR)
The Bureau of Internal Revenue (BIR) stands as the government agency entrusted with the enforcement of tax regulations. As stipulated in Section 2 of the National Internal Revenue Code of 1997 (NIRC), the BIR is vested with the authority to undertake the following actions:
Assessment and collection of all national revenue taxes, fees, and charges.
- Enforcement of all forfeitures, penalties, and fines.
- Types of Taxes and Tax Returns
Individual taxpayers and entities are obligated to fulfill their tax duties in the Philippines to sustain their operations and business endeavors. Timely submission of documents is crucial to avoid penalties.
Moreover, various types of taxes are levied in the Philippines, including but not limited to:
- Final Tax
- Donor’s Tax
- Documentary Stamp Tax
- Estate Tax
- Percentage Tax
- Withholding Tax on Income Payments
o Expanded Withholding Tax
o Withholding Tax on Compensation
o Final Withholding Tax
o Withholding Tax on Government Money Payments - Value-Added Tax (VAT)
- Income Tax
- Others
Taxpayers must ensure meticulous upkeep and recording of their accounting records. Additionally, adherence to the Compliance Requirements outlined in “Title IX – Compliance Requirements” of the NIRC is indispensable as part of their tax obligations.
SEC Compliance
Embarking on a business venture in the Philippines marks just the initial phase of a series of ongoing operations. Similar to many countries, the Securities and Exchange Commission (SEC) of the Philippines mandates regular monitoring and reporting of annual activities for every company. Additionally, the Bureau of Internal Revenue (BIR) and local government impose reporting obligations and the periodic renewal of licenses and certificates.
For multinational and foreign-owned corporations, adhering to these requirements can impede the pace of actual business operations. Apart from tax compliance, which entails monthly, quarterly, and annual reporting to the tax authority, there’s a plethora of documentation such as meeting minutes, board resolutions, and general information sheets that must be filed with the SEC. Moreover, local government entities, typically city halls, necessitate the annual renewal of business permits and the payment of sales taxes at the commencement of each year. Since most municipalities operate on a fiscal year basis, regardless of when the new business permit was acquired, renewal is mandated in January of each year.
At Meta Alpha Consulting, we offer legal and support services to alleviate the burden of corporate compliance, allowing companies to focus on their core operations worry-free.
HR Consulting – Comprehensive HR Solutions Tailored to Your Needs
We offer a comprehensive range of HR services, serving as your ultimate destination for Human Resource Management and Organizational Development solutions. Our commitment lies in delivering programs that guarantee tangible results for our esteemed partners.
From human resource management and consulting to benefits administration, we handle critical aspects of your business operations. Our dedicated Payroll and HR Specialists, well-versed in local laws and tax systems, manage your employees efficiently, allowing you to focus on the revenue-generating activities of your business.
Backed by a team of seasoned Senior Consultants who have held leadership positions in top Philippine corporations, we bring unparalleled expertise to the table.
Offshore Company Registration
This service covers jurisdictions such as Samoa, the British Virgin Islands (BVI), and the Marshall Islands. I’m still drafting the the content for the page, which will includes an overview of the service, benefits, and details about the jurisdictions we cover.
META ALPHA CONSULTING INC. 竭诚为您服务
Our goal is to make sure to pave the way for the success of your business. We aim to provide everything you need so that your focus remains on the future of your investments.
Join us and together, let us take the journey towards a flourishing economy that can lead to opportunities for a better tomorrow.