Branch Office | Company Incorporation Philippines (2024)

Branch Office | Company Incorporation Philippines (1)

Company Incorporation

Branch Office | Company Incorporation Philippines (2)

RESIDENT AGENT FOR A BRANCH OFFICE REGISTRATION

If a Branch Office will be established in the Philippines, the company will need to appoint / designate its resident agent in the Philippines and indicate the name of said resident agent in the above Certificate of Board Resolution.

If the resident agent is a foreigner, he/she should be the holder of a valid Philippine visa which, at the time of its issuance, entitled the holder thereof to stay in the Philippines continuously for at least one year. The designated Resident Agent can only open the pre-registration account (where assigned capital has to be remitted / deposited directly) after he/she shall have received his appointment as resident agent.

BRANCH OFFICE

REGISTER BRANCH OFFICE IN THE PHILIPPINES

Branch Office of a Foreign Corporation operating in the Philippines must obtain a "license to do business" from the SEC. The foreign corporation's head office must prove its legal existence in its country of origin, its financial soundness, and its authorization to set up a branch in the Philippines. The Branch will need to appoint a Resident Agent in the Philippines who will be in charge of receiving summons and legal processes. This allows the SEC and other entities to obtain jurisdiction over the foreign company.

Setting up a branch office normally involves remitting US$200,000 as capital investment when registering a company with the SEC. However, there are exceptions, such IT-BPO operations exporting their services or generating income abroad.

Branches engaged in activities involving advance technology, or that employ at least 50 direct employees, are required to inwardly remit a reduced amount of US$100,000 as assigned capital.

Export-oriented branches are not subject to the $200,000 or $100,000 assigned capital if exporting physical goods or services or generating revenue from abroad amounting to more than 60% of its gross sales the branch office can be fully foreign-owned, as it is considered an Export Enterprise under the Foreign Investments Act. You can register a branch office in the Philippines with as little as P5,000 paid up capital. However, most banks require P25,000 - P50,000 to open a corporate bank account.

It is advisable for companies to register their remiitance with the Central Bank of the Philippines or Bangko Sentral ng Pilipinas and obtain a BSRD.

BRANCH OFFICE REGISTRATION REQUIREMENTS
  • Form F-103 (Application for Establishment of a Branch Office)
  • Name verification slip
  • Authenticated copy of the Board Resolution authorizing the establishment of a branch office in the Philippines; designating the resident agent to whom summons and other legal processes may be served to the foreign corporation; and stipulating that in the absence of such agent or upon cessation of its operations in the Philippines, any summons or legal processes may be served to the SEC as if the same is made upon the corporation at its home office.
  • Financial statements as of a date not exceeding one year immediately prior to the application, certified by an independent Certified Public Accountant of the home country and authenticated before the Philippine Consulate/Embassy.
  • Authenticated copies of the Articles of Incorporation
  • Proof of Inward Remittance such as a bank certificate
  • Registration Data Sheet
  • Resident Agent's acceptance of appointment
RESIDENT AGENT FOR A BRANCH OFFICE REGISTRATION

If a Branch Office will be established in the Philippines, the company will need to appoint / designate its resident agent in the Philippines and indicate the name of said resident agent in the above Certificate of Board Resolution.

If the resident agent is a foreigner, he/she should be the holder of a valid Philippine visa which, at the time of its issuance, entitled the holder thereof to stay in the Philippines continuously for at least one year. The designated Resident Agent can only open the pre-registration account (where assigned capital has to be remitted / deposited directly) after he/she shall have received his appointment as resident agent.

Best Package Deals

COMPANY INCORPORATION
SEC REGISTRATION ONLY

Php20,000.00

  • SEC Registration Only
COMPANY INCORPORATION
POST SEC ONLY

Php25,000.00

  • BIR (Bureau of Internal Revenue)
  • Application for 'Authority to Print'
  • Books of Account
  • Annual Registration (0605)
  • DST Doc Stamp for Lease
  • DST Doc Stamp for Subscribed Capital
  • LGU
  • Barangay Permit
  • Mayor's Permit
  • Fire and Safety
  • Zoning Permit
  • Location Clearance
  • Insurance (CGL)

BEST SELLER
FULL
COMPANY INCORPORATION

Php35,000.00

  • SEC Registration
  • BIR (Bureau of Internal Revenue)
  • Application for 'Authority to Print'
  • Books of Account
  • Annual Registration (0605)
  • DST Doc Stamp for Lease
  • DST Doc Stamp for Subscribed Capital
  • LGU
  • Barangay Permit
  • Mayor's Permit
  • Fire and Safety
  • Zoning Permit
  • Location Clearance
  • Insurance (CGL)

HIGHLY RECOMMENDED
COMPANY INCORPORATION
+ VIRTUAL OFFICE

Php47,000.00

  • SEC Registration
  • BIR (Bureau of Internal Revenue)
  • Application for 'Authority to Print'
  • Books of Account
  • Annual Registration (0605)
  • DST Doc Stamp for Lease
  • DST Doc Stamp for Subscribed Capital
  • LGU
  • Barangay Permit
  • Mayor's Permit
  • Fire and Safety
  • Zoning Permit
  • Location Clearance
  • Insurance (CGL)
  • 12 Months of Virtual Office Basic (Business Address and Mail Handling).

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WHAT THEY'RE ALL SAYING

  • Philippine Company Incorporation have successfully guided our company through start-up phase in the Philippines and continues to provide valuable advice as we grow.

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  • A fine example of excellent service. Their team not only helped with incorporation but also with local government filings.

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    Ma. Claire S.
  • I am very satisfied with their high level of service and will definitely recommend them to other foreign investors wanting to set up businesses in the Philippines as well. I hope to work with them again in the future.

    Branch Office | Company Incorporation Philippines (7)

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Branch Office | Company Incorporation Philippines (2024)

FAQs

What are the requirements for a branch office in the Philippines? ›

Key Characteristics of a Branch Office in the Philippines

Opening a branch office requires a minimum capital of US $200,000. A branch office situated in the Philippines is one hundred percent (100%) foreign-owned. A branch office must pay twenty-five percent (25%) income tax and twelve percent (12%) value-added tax.

What is the difference between branch and subsidiary in the Philippines? ›

A branch office is not a distinct legal body from the parent company. Although held by the parent company, a subsidiary is a separate legal body from the parent company. Typically, the parent company owns the subsidiary entirely.

How long does it take to incorporate a company in the Philippines? ›

Timeline to incorporate? The registration process including the opening of a bank account and application with government agencies normally takes 8 – 12 weeks. SEC registration alone can be completed within only 2 weeks.

What is needed before a foreign corporation can register a branch office here in the Philippines? ›

The head office of the foreign corporation must submit the necessary documentation to prove its legal existence in its country of origin, its financial soundness, and its authorization to set up a branch in the Philippines.

What are the two types of branch office? ›

The Two Types of Branches
  • Dependent Branch. In a dependent branch, each branch does not maintain separate accounts. The head office at the corporate headquarters will manage the individual profit and loss statements as well as the balance sheets. ...
  • Independent Branch. Independent branches keep a separate book of accounts.
Feb 6, 2023

Is a branch office taxable in the Philippines? ›

Corporate tax liability

A branch office is subject to 30% corporate income tax and 12% value-added tax (VAT) on its local sales. It is also liable to withhold taxes on its employees' compensation in the Philippines.

Is a branch considered a legal entity? ›

A branch office, on the other hand, is a direct extension of the parent company and can engage in core activities like sales and contracts. It is designed to help generate revenue for the company and serves a particular geographic region. Critically, however, it is not a separate legal entity from the parent company.

Why set up a branch instead of a subsidiary? ›

Advantages. Opening new branch offices are less expensive than forming subsidiaries. Forming subsidiaries is expensive; opening a new branch office is typically the more cost-effective option. More control over business functions.

How much does it cost to incorporate a company in Philippines? ›

PROFESSIONAL FEE
One Person Corporation (OPC)Php 20,000
Domestic CorporationPhp 35,000
Sole Trader / ProprietorPhp 12,000

What is the minimum capital for a corporation in the Philippines? ›

The Minimum Capital Requirements in the Philippines

In general, the minimum paid-up capital of a corporation in the Philippines must not be less than ₱5,000. Enterprises are required to pay, in full amount, at least 25% of the subscribed capital stock, an amount of which should not be less than ₱5,000.

How much capital is needed to start a corporation in the Philippines? ›

100% Filipino-owned → 5,000 PHP/ 100 USD. 60% Filipino-owned and 40% foreign-owned → 5,000 PHP/ 100 USD. 01% to 100% foreign-owned → 200,000 USD. Corporations with at least 50 Filipino employees must have at least 100,000 USD in capital.

What is the difference between corporation and incorporation? ›

Incorporation is the legal process used to form a corporate entity or company. A corporation is the resulting legal entity that separates the firm's assets and income from its owners and investors.

How many incorporators are needed in a corporation in the Philippines? ›

To form a new domestic corporation under the Revised Corporation Code, two or more persons, but not more than 15, may organize themselves and form a corporation.

What is the difference between Inc and Corp in the Philippines? ›

Corp stands for corporation while Inc stands for incorporated. Incorporation is the process of legally forming a business entity, such as a Limited Liability Company (LLC) or corporation.

How do I set up a branch in the Philippines? ›

As previously stated, a Philippine branch office does not require a board of directors; instead, it must have a registered agent who is a Filipino citizen or resident. This resident agent acts as a point of contact for the branch office, such as the signatory for the lease agreement or government summons.

What are the requirements to run for public office in the Philippines? ›

According to the constitution, an individual may become President provided he meets the following criteria:
  • natural born Filipino;
  • a registered voter;
  • must be able to read and write;
  • 40 years of age at the day of the election; and.
  • must have resided in the Philippines ten years before the election is held.

What is the difference between representative office and branch office in the Philippines? ›

The branch office carries out business activities of the head office and derives income within the Philippines. Profits made are remitted to the head office. Unlike a branch office, a representative office does not derive income within the Philippines.

What is the legal definition of branch office? ›

A branch office, on the other hand, is a direct extension of the parent company and can engage in core activities like sales and contracts. It is designed to help generate revenue for the company and serves a particular geographic region. Critically, however, it is not a separate legal entity from the parent company.

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