How to Register a Corporation in the

Philippines?
Starting your business right is crucial to its future success. Starting right means everything
should be legal and registered.
If you are planning to start a business, this blog will guide you through the steps in registering a
Corporation in the Philippines.

What is a Corporation?
A corporation is a legal entity that is separate and distinct from its owner or incorporators. It has
legal rights and obligations similar to an individual. It can enter into contracts, loan, hire
employees, pay taxes, etc. It is formed by at least five (5) individual called incorporators.
The ownership of a corporation is divided into shares of stock. A corporation issues the stock to
individuals or other businesses, who then become owners or stockholders, of the corporation.

Advantages of a Corporation

The risk and liability is limited only to the corporation. Owners are not
personally liable.

It is easy to increase capital through issuance of stocks to investors

It can be pass on to different owners

It can exist indefinitely

It has the capacity to act independently similar to individual

The management or decision making is shared by the board of directors, not

sole individual.

Disadvantages of a Corporation

More costly to set-up than a sole proprietor

It is mandated by more government reportorial requirements and laws

Higher capital requirement and operating cost

Higher tax rates

Where to Register a Corporation?

Here are the government agencies where you are required to register a Corporation in the
Philippines:

Securities and Exchange Commission

Local Government Units where your business is located:

o

Barangay

Mayors Office

Bureau of Internal Revenue

If you have employees, you need to register to the following:

o

Social Security System

Philippine Health Insurance Corporation

Home Development Mutual Fund

Basic Requirements and Procedure in Registering a

Corporation
Here are the basic requirement and procedure in registering a corporation:
1. Reserve and Register Your Business Name in Securities and Exchange
Commission (SEC), as follows:

Check if your desired business name is available via SEC online website or at
SEC Office in Mandaluyong

If available, register/reserve your business name via SEC online website or at

SEC Name Verification Unit SEC Office in Mandaluyong

Prepare, sign and notarize the following:

o

Articles of Incorporation;

By Laws

Treasurers Affidavit; and

Joint affidavit of two incorporators undertaking to change corporate

name immediately upon receipt of notice or directive from the
Securities and Exchange Commission that another corporation,

partnership, or person has acquired a prior right to the use of that

name or that name has been declared misleading, deceptive,
confusingly similar to a registered name, or contrary to public morals,
good customs or public policy. (Not required if the Articles of
Incorporation have a provision on this commitment).

Submit notarized documents to SEC Office in Mandaluyong City

Claim your SEC Certificate of Registration

Processing Time: At least one (1) week upon submission of complete documents
2. Acquire Barangay Clearance

Once the corporation is registered with SEC the next step is to get a barangay clearance in the
barangay where your business is located.
Here are the basic steps

Go to the barangay where your business is located to secure and fill-up

application form

Submit your completed application form together with the following:

o

Certificate of Business Registration from SEC

Two (2) valid IDs

Proof of Address such as Contract of Lease (if rented) or Certificate of

Land Title (if owned)

Processing Time: 1 day upon submission of complete documents.

3. Acquire Business Permit from the Mayors Office

Once you have a Barangay Clearance Certificate, the next step is to acquire a Business Permit in
the municipality where your business is located.
Here are the basic steps and requirements:

Go to the municipal office where your business is located to secure and fill-up
application form

Submit your completed application form together with the following:

o

Certificate of Business Registration from SEC

Barangay Clearance Certificate

Two (2) valid IDs

Proof of Address such as Contract of Lease (if rented) or Certificate of

Land Title (if owned)

Processing Time: At least one week upon submission of complete documents. But It can take
longer depending on the permit requirements based on the industry.
4. Register with the Bureau of Internal Revenue (BIR)

Once you have the Mayors Business Permit, you can now register with the BIR.
Here are the basic steps and requirements:

Go to the Regional District Office (RDO) where your business is located

Fill-up registration form as follows:

o

BIR Form 1903 Application for Registration (For

Partnership/Corporation)

Submit completed registration form together with the following:

o

Certificate of Registration form SEC

Barangay Clearance

Business Permit From the Mayors Office

Proof of Address such as Contract of Lease (if rented) or Certificate of

Land Title (if owned)

Valid IDs, if applicable.

Pay the Registration Form (BIR Form 0605) and Documentary Stamp Tax (BIR
Form 2000), if applicable.

Register your book of accounts and receipts/invoices.

Claim your Certificate of Registration (BIR Form 2303)

CORPORATIONS/PARTNERSHIPS (Including Government-Owned and -Controlled

Corporations) (Taxable /Non-Taxable)
Tax Form
BIR Form 1903 - Application for Registration for Corporations/ Partnerships (Taxable/NonTaxable)
Documentary Requirements
For Corporations/Partnerships
Copy of SEC Registration and Articles of Incorporation/Articles of Partnerships, as
the case may be;
Copy of Mayors Business Permit or duly received Application for Mayors Business
Permit, if the former is still in process with the LGU
Other documents for submission only if applicable:
a) Contract of Lease;
b) Certificate of Authority if Barangay Micro Business Enterprises (BMBE) registered
entity;
c) Franchise Agreement;
d) License to Do Business in the Philippines, in case of resident foreign corporation;
e) Proof of Registration/Permit to Operate with BOI, SBMA, BCDA, PEZA.