Business Incorporation Options in the Philippines

Setting up a local company

The most common type of local business entity is a Domestic Corporation (DC). The requirements to establish a DC are quite simple. It requires a minimum of 5 incorporators. Each incorporator is required to be an actual person and must at least have a single share in the company.

business incorporation in the philippines

Moreover, a majority of the incorporators must hold the status of Philippine residents (not necessarily be Philippine citizens, but must reside in the country for a prescribed period and hold a valid visa).

Unlike a foreign incorporation, a DC is more flexible in terms of foreign ownership. Its execution is also rather simple and less complicated. With that being said, many foreign investors consider it an excellent choice.

There are 3 types of DCs in the Philippines:

  • Domestic Corporation with 100% local equity
  • Domestic Corporation with foreign equity between 0.01% and 40%
  • Foreign-Owned Corporation with foreign equity between 40.01% and 100%

All DCs are to be registered with the Securities and Exchange Commission (SEC). Only upon successful registration with the SEC will a corporation be able to start its business operations in the Philippines.

Setting up a foreign company

To set up a foreign company, foreign entrepreneurs can choose from any of the four legal entity options available, namely: 1) Branch Office; 2) Representative Office; 3) Regional or Area Headquarters (RHQ); and 4) Regional Operating Headquarters (ROHQ). Their individual details can be found below.

Branch Office in the Philippines

To operate a Branch Office in the Philippines, your paid-up capital can be as little as P5,000. But, it is important to note that many banks in the country require companies to have at least P25,000-50,000 to be able to open a corporate bank account.

In general, establishing a Branch Office requires remittance amounting to USD200,000 as capital investment. Foreign entrepreneurs are also required to appoint a Resident Agent in the Philippines who will be responsible for receiving summons and taking care of related legal procedures on behalf of the company.

The basic requirements to register a Branch Office in the Philippines include the following:

  • Application for Branch Office Establishment through Form F-103
  • Name verification slip
  • Authorisation of the Board Resolution (authenticated copy)
  • Financial statements
  • Articles of Incorporation (authenticated copies)
  • Proof of Inward Remittance
  • Registration data sheet
  • Acceptance of appointment of a selected Resident Agent
business incorporation in the philippines

Representative Office

Commonly considered as a liaison office of its parent company overseas, a Representative Office can be your first step to enter the Philippine market. The purpose of this legal entity is to market the services or products of its parent company or conduct market research in the Philippines to assess future success in case the parent company decides to expand in the country.

Representative offices are not allowed to generate revenue or conduct direct selling in the Philippines.

business incorporation in the philippines

To successfully set up a representative office, it is mandatory to provide proof of initial inward remittance amounting to USD30,000. After which the parent company must remit the same amount every year to cover operating expenses.

The basic requirements to register a Representative Office in the Philippines include the following:

  • Form F-104
  • Name verification slip
  • Registration data sleep
  • Authorisation of the Board Resolution (authenticated copy)
  • Financial statements
  • Affidavit of solvency
  • Articles of Incorporation (authenticated copies)
  • Acceptance of appointment of a selected Resident Agent
    Proof of inward remittance of USD30,000 from any local bank

Regional or Area Headquarters (RHQ)

Similar to a representative office, a Regional Headquarters (RHQ) is not allowed to engage in commercial activities that generate any profits or income in the Philippines. The purpose, however, is different. An RHQ is established to supervise, coordinate, and act as a liaison to the subsidiaries, affiliates and branch offices of its parent company from anywhere in the world.

To successfully set up an RHQ, it is mandatory to provide proof of initial inward remittance amounting to USD50,000.

The basic requirements to register an RHQ in the Philippines include the following:

  • Application form
  • Name verification slip
  • Certificates proving the parent company is engaged in international trade with existing subsidiaries, affiliates or branch offices (authenticated copies)
  • Authorisation of the Board of Directors (authenticated copy)
  • Endorsement of the Board of Investment
  • Proof of inward remittance of USD50,000 from any local bank
business incorporation in the philippines - incorp

Regional Operating Headquarters (ROHQ)

Unlike RHQs, a Regional Operating Headquarters (ROHQ) can be fully operational. In other words, an ROHQ is allowed to service its parent company’s subsidiaries, affiliates and branch offices from anywhere in the world.

To successfully set up an ROHQ, it is mandatory to provide proof of initial inward remittance amounting to USD200,000.

The basic requirements to register an ROHQ in the Philippines include the following:

  • Application form
  • Name verification slip
  • Certificates proving the parent company is engaged in international trade with a minimum of 3 subsidiaries, affiliates or branch offices (authenticated copies)
  • Authorisation of the Board Resolution (authenticated copy)
  • Endorsement of the Board of Investment
  • Proof of inward remittance of USD200,000 from any local bank

Want to set up a company in the Philippines? Start by filling out the form below.

David Susandi

Branch Manager – Bali Office at InCorp Indonesia

Holding 11 years of experience in various roles, including project manager, operational manager, and corporate strategist, David Susandi is a prominent figure for many entrepreneurial organizations expanding in Indonesia.

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China Fortune Land
Development Co,. Ltd
After comparing several consultants, I found InCorp Indonesia is a international and professional organization with good understanding of local market. InCorp Indonesia helped our company to set up our first Indonesian entity, and also helps with day-to-day operation. InCorp Indonesia showed high level of professionalism. Jump start the business in Indonesia, take care of routine process, therefore we can focus more on our core business.
Desmi
Cekindo provided outstanding services in registering our representative office in Indonesia in a timely manner. Their financial services have been helping us a lot — our local employees feel secure working for our company. Cekindo became our reliable partner with quick response on our needs. Their flexibility and full support of our business in Indonesia are the main reasons to continue in our cooperation.
PT AESK
We chose Cekindo because we considered Cekindo as a professional company with a good attitude and a streamlined business model. Cekindo met all our expectations as it created the atmosphere of accountability and transparency. The most significant added values that we received from cooperation with Cekindo are the time we saved and mistakes we avoided.
Sedbergh, Ltd.
We were searching for suitable partner for the begining of our operation on Indonesian market. After short exploration and recommendation from our business partners we decided for Cekindo. Local knowledge, orientation at our business problematics, contacts and language. In a friendly approach combined with professional service. Consultation before the project – avoids so much unnecessary act of “foreigners” worse overview of the Indonesian legislative.
LEC GROUP
We were searching for suitable partner for the begining of our operation on Indonesian market. After short exploration and recommendation from our business partners we decided for Cekindo. Local knowledge, orientation at our business problematics, contacts and language. In a friendly approach combined with professional service. Consultation before the project – avoids so much unnecessary act of “foreigners” worse overview of the Indonesian legislative.