START A COMPANY / ASIA-PACIFIC
How to register a company in Philippines
Corporations register online with the SEC through eSPARC after an eSECURE identity account; OneSEC ZERO can approve eligible applications in a day. Sole proprietors register a business name with DTI. Barangay clearance, a mayor's permit and BIR registration then add 1–4 weeks.
- REGISTRY
- Securities and Exchange Commission (SEC): eSPARC / OneSEC ZERO; Department of Trade and Industry (DTI) for sole proprietors
- ONLINE
- Partly online
- FROM
- ₱230 (≈ £3)
- STRUCTURES HERE
- 3
Setting up from abroad
Yes: up to 100% foreign ownership outside the Foreign Investment Negative List. A domestic-market company over 40% foreign-owned needs US$200,000 paid-in capital (US$100,000 for startups or advanced technology, or with 15+ Filipino staff), and most directors should be Philippine residents.
CORPORATION
Corporation: Domestic stock corporation (Revised Corporation Code)
Most businesses wanting limited liability and the ability to take investors; the standard route for foreign-owned subsidiaries.
- Liability
- Limited to what you put in
- You need
- 2–15 incorporators; a board of 5–15 directors with most residing in the Philippines; a Filipino resident corporate secretary and a resident treasurer
- Minimum capital
- None by law; foreign-owned domestic-market firms need US$200,000 (US$100,000 in some cases)
- Time
- SEC: 1 day (OneSEC ZERO) to about 2 weeks; 2–6 weeks including permits and BIR
Steps
Create an SEC eSECURE account for each incorporator or officer and pay the credentialing fee (about PHP 400, valid 2 years) for the eKYC check.
Reserve the corporate name in eSPARC (PHP 100 per name, 30 days) and check that your primary purpose and foreign-equity level are allowed.
Choose OneSEC ZERO if eligible (stock corporation, common shares, cash subscriptions, listed activities) for one-day processing; otherwise use regular eSPARC processing.
Prepare the Articles of Incorporation, By-laws and Treasurer's Affidavit; incorporators sign digitally in eSPARC.
Pay the SEC fees on the Payment Assessment Form: filing fee 1/5 of 1% of authorised capital (minimum PHP 2,000) plus 1% legal research fee, and by-laws about PHP 1,010.
Download the Certificate of Incorporation and apply for the company TIN and SSS, PhilHealth and Pag-IBIG employer numbers through the Philippine Business Hub.
Obtain the barangay clearance and the Mayor's/Business Permit, register with the BIR (Form 1903) and set up invoices and books; then open the bank account.
Documents
- Passport or government ID, TIN (if any) and address for each incorporator and director
- Articles of Incorporation, By-laws and Treasurer's Affidavit (generated in eSPARC)
- eSECURE account and ID verification for each signatory
- Proof of lease or authority to use the principal office address
- Foreign shareholders: apostilled or consularised ID and proof of inward remittance for paid-in capital
Official fees
Name PHP 100; filing fee 1/5 of 1% of authorised capital (min PHP 2,000) + 1% legal research fee; by-laws PHP 1,010; eSECURE about PHP 400; 1% documentary stamp tax on shares to BIR.
Budget
| How | About | What it covers |
|---|---|---|
| Do it yourself | ₱4,000≈ £47 | DIY: SEC filing, name, by-laws and eSECURE fees for about PHP 1m authorised capital (about); excludes permits |
| With an accountant or agent | ₱40,000≈ £470 | With a corporate-services firm incl. SEC, BIR and mayor's permit (about PHP 25,000–50,000) |
| Full service | ₱100,000≈ £1,200 | Law-firm package: SEC, permits, BIR, bank and foreign-investment registration (about PHP 80,000–150,000) |
Every year
- File the General Information Sheet with the SEC within 30 days of each annual stockholders' meeting and the annual financial statements (within about 120 days of year-end)
- File BIR returns: withholding tax, quarterly VAT (12%, mandatory above PHP 3 million in sales), quarterly and annual income tax (25%; 20% for qualifying small firms)
- Renew the Mayor's/Business Permit every January and keep the barangay clearance current
- Remit SSS, PhilHealth and Pag-IBIG contributions monthly and file DOLE reports
- Disclose beneficial owners to the SEC
Good to know. SEC fees verified on the SEC appointment site and eSPARC; eSECURE fee is from SEC MC 10 s.2024 as summarised by secondary sources. unverified: director count and residency rules (Revised Corporation Code), TIN and tax details.
CORPORATION
OPC: One Person Corporation (OPC)
Solo founders wanting limited liability without a second stockholder; check foreign-equity rules before using it.
- Liability
- Limited to what you put in
- You need
- 1 natural person (or trust/estate) as sole stockholder and director, with a nominee and an alternate nominee; a separate corporate secretary
- Minimum capital
- None by law (foreign-equity capital rules still apply)
- Time
- SEC: 1 day to about 2 weeks; 2–6 weeks including permits and BIR
Steps
Create an eSECURE account and pay the credentialing fee (about PHP 400).
Reserve the OPC name in eSPARC (PHP 100); names must show the OPC suffix.
Prepare the Articles of Incorporation naming the nominee and alternate nominee, and the Treasurer's Affidavit.
Pay the SEC filing fee (1/5 of 1% of authorised capital, minimum PHP 2,000, plus 1% legal research fee) on the Payment Assessment Form.
Download the Certificate of Incorporation, then get the company TIN and employer numbers through the Philippine Business Hub.
Obtain the barangay clearance and mayor's permit, register with the BIR and open the bank account.
Documents
- Government ID, TIN and address of the sole stockholder
- Nominee and alternate nominee details and consent
- Articles of Incorporation and Treasurer's Affidavit (generated in eSPARC)
- Proof of principal office address
Official fees
Name PHP 100; filing fee 1/5 of 1% of authorised capital (min PHP 2,000) + 1% legal research fee; eSECURE about PHP 400; 1% documentary stamp tax on shares.
Budget
| How | About | What it covers |
|---|---|---|
| Do it yourself | ₱3,000≈ £36 | DIY: SEC filing, name and eSECURE fees (about); excludes permits and BIR |
| With an accountant or agent | ₱25,000≈ £300 | With a corporate-services firm incl. SEC and basic permits (about PHP 15,000–35,000) |
| Full service | ₱80,000≈ £950 | Law-firm package with SEC, permits, BIR and bank set-up (about) |
Every year
- File annual financial statements and the General Information Sheet with the SEC
- File BIR returns and pay income tax and VAT where applicable
- Renew the mayor's permit every January and keep the nominee details current
Check before you rely on it. Not confirmed with an official source: OPC rules (nominee, secretary, whether foreign natural persons can use it) and by-laws exemption are from general knowledge; confirm with the SEC.
SOLE TRADER
Sole proprietorship: Sole proprietorship (DTI business name registration)
Individual Filipinos running small trading or service businesses; unlimited liability, and foreign nationals face capital limits.
- Liability
- Unlimited: you are personally liable
- You need
- 1 individual aged 18+ (Filipino citizen, or a foreign national authorised to do business)
- Minimum capital
- None for Filipinos; foreign nationals must meet Foreign Investments Act minimums
- Time
- DTI name: same day; permits and BIR: 1–4 weeks
Steps
Search and reserve the business name on DTI's Business Name Registration System (bnrs.dti.gov.ph).
Choose the territorial scope (barangay, city/municipality, regional or national) and pay the fee plus PHP 30 documentary stamp tax online (GCash, Maya, card or over the counter).
Download the Certificate of Business Name Registration, valid for 5 years.
Obtain the barangay clearance and the Mayor's/Business Permit from the city or municipality; the DTI certificate alone does not allow you to operate.
Register with the BIR (Form 1901) for a TIN and certificate of registration, and choose the 8% flat income-tax option or graduated rates.
Register as an employer with SSS, PhilHealth and Pag-IBIG if you hire staff.
Documents
- Government ID and TIN of the owner
- Proposed business name and business address
- Barangay clearance and lease or ownership proof of the premises
- Foreign nationals: proof of authority to do business and capital
Official fees
DTI: PHP 200 (barangay), PHP 500 (city/municipality), PHP 1,000 (regional) or PHP 2,000 (national) plus PHP 30 documentary stamp tax; valid 5 years; permit fees vary by city.
Budget
| How | About | What it covers |
|---|---|---|
| Do it yourself | ₱230≈ £3 | DIY: barangay-level name PHP 200 + PHP 30 stamp tax (five years); permits extra |
| With an accountant or agent | ₱6,000≈ £71 | Name, barangay and mayor's permits, BIR registration via a processor (about) |
| Full service | ₱20,000≈ £240 | Agent handles DTI, permits, BIR, books and employer registrations (about) |
Every year
- Renew the mayor's permit every January and the DTI name every 5 years
- File BIR returns (quarterly and annual income tax or 8% option; VAT if sales exceed PHP 3 million) by the deadlines (annual by 15 April)
- Remit SSS, PhilHealth and Pag-IBIG contributions for yourself and any employees
Good to know. DTI fees and eligibility verified on bnrs.dti.gov.ph; unverified: BIR form numbers and the 8% option details.
After you register
- BIR registration: TIN, Certificate of Registration (Form 1903 for corporations, 1901 for individuals), books of accounts and invoices; VAT (12%) is mandatory above PHP 3 million in gross sales
- Barangay clearance and the Mayor's/Business Permit (with zoning, sanitary and fire-safety clearances), renewed every January
- Employer registration with SSS, PhilHealth and Pag-IBIG; the SEC's Philippine Business Hub link can handle these after registration
- Open a corporate bank account; foreign investors register inward investment with the Bangko Sentral through the bank to protect repatriation
- Foreign-owned companies: check the 13th Foreign Investment Negative List (EO 113), the RA 11647 minimum paid-in capital rules and the PHP 25 million retail-trade capital threshold
- Disclose beneficial owners to the SEC and keep the stock and transfer book
- Apply to PEZA or the BOI for tax incentives under the CREATE MORE regime if your activity qualifies
Sources
Checked against:
- esparc.sec.gov.ph/
- esparc.sec.gov.ph/application-one-sec/overview-zero
- appointment.sec.gov.ph/company/primary-registration-2/primary-registration-of-stock-corporations/
- bnrs.dti.gov.ph/faq
- forvismazars.com/ph/en/insights/our-publications/doing-business-in-the-philippines-updates/amendments-to-foreign-investments-act
- philippinehubpartners.com/business-registration-philippines-sec-requirements-2026/
- tripleiconsulting.com/sec-circular-10-2024-establishing-electronic-sec-universal-registration-environment-esecure/
Pound amounts use HMRC's exchange rates for 2026-10 and are a rough guide only.
Other countries in Asia-Pacific
This guide is general information to help you plan, not legal, tax or immigration advice. Fees, forms and rules change: check the official registry before you file, and take professional advice for anything complex. Agent and lawyer costs are typical market prices, not quotes.