Close corporationPhilippines
What it takes to form, own and run a private limited company in Philippines, and how its profit is taxed. Each figure links to the page it was read from.
This company type
At a glance
Quote
all the issued stock of all classes shall be subject to one or more specified restrictions on transfer permitted by this Title
The registry’s and the law’s own pages do not mention it.
Quote
Stock corporations shall not be required to have a minimum capital stock, except as otherwise specifically provided by special law.
The registry’s and the law’s own pages do not mention it.
Quote
All other domestic corporations and resident foreign corporations will be subject to 25% Income Tax.
Form it
Who registers it
- Registry
- Formed without visiting
- Yes
- Formed online
- Yes
What it takes to form
- A notary
- Not stated
The registry’s and the law’s own pages do not mention it.
- A resident director
- Not required
- Paying up the capital
- Not in our records
Own it
Who may own and run it
- Directors
- Not stated
The registry’s and the law’s own pages do not mention it.
- Shareholders
- At most 20
Quote
all the issued stock of all classes shall be subject to one or more specified restrictions on transfer permitted by this Title
- Members
- At most 20
Quote
all the corporation’s issued stock of all classes, exclusive of treasury shares, shall be held of record by not more than a specified number of persons, not exceeding twenty (20)
- A local company secretary
- Required
Quote
(c) a secretary, who must be a citizen and resident of the Philippines;
- A local registered agent
- Not required
Quote
The place where the principal office of the corporation is to be located, which must be within the Philippines;
Each year, at the registry
Not in our records Annual registry fee, Accounts on the public record, Audit for a small company, Audit: none of these is in our records for the Close corporation.
Important dates
When each obligation falls due, as the authority states it.
- Register with the Bureau of Internal Revenue
- 30 days after incorporation
With Bureau of Internal Revenue (Revenue District Office)
BIR Citizen's Charter (2025 edition): corporations register within 30 calendar days of the SEC Certificate of Registration (or earlier, on or before commencement of business, reckoned from first sale).
What is public
Not in our records What the register shows the public is not in our records for the Close corporation.
Tax
Tax on profit
How this company type is taxed, which can differ from its place’s headline rate.
Varies · 20–25%
Domestic corporations: 25%, or 20% where net taxable income does not exceed PHP 5 million and total assets do not exceed PHP 100 million (effective 1 July 2020).
Quote
All other domestic corporations and resident foreign corporations will be subject to 25% Income Tax.
- CFC rules in Philippines
- Not in our records
Close it
Closing it
The other end, which most guides leave out.
- Route
- Dissolution under the Code's general rules (voluntary or involuntary).
Quote
A corporation formed or organized under the provisions of this Code may be dissolved voluntarily or involuntarily.
- Statutory fee
- Not in our records
Every business in Philippines
VAT
- Standard rate
- Not in our recordsThe tax authority’s pages have not been read for Philippines.
Payment and banking services
1 service names Philippines on its own list: Airwallex. Each provider, and what a listing means.
Reference
Its name and code
- Kind
- Private limited companyDerived our grouping, the same words in every country
- Name in law
- Close corporation
- ISO 20275 code
- SPX9Secondary GLEIF, Entity Legal Forms code list