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Private limited company

Stock corporation (Inc. / Corporation) Inc.Philippines

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

Owners' liability
Not in our records
Owners
A company may be one
Officialappointment.sec.gov.phRead 10 Oct 2026
Quote
Any person, partnership, association or corporation, singly or jointly with others
Directors
Not stated

The registry’s and the law’s own pages do not mention it.

Minimum capital
None
Officialappointment.sec.gov.phRead 10 Oct 2026
Quote
Stock corporations shall not be required to have a minimum capital stock, except as otherwise specifically provided by special law.
Formation fee
PHP 2,000 (about €28)
Officialappointment.sec.gov.phRead 10 Oct 2026
Quote
Filing fee for stock corporation: 1/5 of 1% of the authorized capital stock but not less than P2,000.00 plus 1% of the amount as legal research fee;
Tax on profit
Varies · 20–25%
Officialbir-cdn.bir.gov.phRead 10 Oct 2026
Quote
All other domestic corporations and resident foreign corporations will be subject to 25% Income Tax.
Resident director needed: NoFormed without visiting: YesFormed online: Yes

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
A company may be one
Official appointment.sec.gov.ph read 10 Oct 2026
Quote
Any person, partnership, association or corporation, singly or jointly with others
Members
At most 15
Official appointment.sec.gov.ph read 10 Oct 2026
Quote
Any person, partnership, association or corporation, singly or jointly with others but not more than fifteen (15) in number, may organize a corporation
A local company secretary
Required
Official appointment.sec.gov.ph read 10 Oct 2026
Quote
(c) a secretary, who must be a citizen and resident of the Philippines;
A local registered agent
Not required
Official appointment.sec.gov.ph read 10 Oct 2026
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

Annual registry fee
Not in our records
Accounts on the public record
Not in our records
Audit for a small company
Not stated

The registry’s and the law’s own pages do not mention it.

Audit
Annual financial statements audited by an independent CPA; where total assets or total liabilities are under PHP 600,000 they are certified under oath by the treasurer or CFO instead.
Official appointment.sec.gov.ph read 10 Oct 2026
Quote
Annual financial statements audited by an independent certified public accountant

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).

Report to the SEC the names, nationalities, shareholdings and residence addresses of the d
30 days after change of officers

With Securities and Exchange Commission

Revised Corporation Code Sec. 25: 30 days after the election; 7 days from knowledge where a director or officer dies, resigns or otherwise ceases to hold office.

What is public

Not in our records What the register shows the public is not in our records for the Inc..

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).

Official bir-cdn.bir.gov.ph read 10 Oct 2026
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
Voluntary dissolution by board and stockholder vote (no creditors affected) or by verified petition to the Commission (creditors affected); involuntary dissolution by the Commission on grounds including continuous inoperation.
Official appointment.sec.gov.ph read 10 Oct 2026
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 records
The 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 company
Derived our grouping, the same words in every country
Name in law
Stock corporation (Inc. / Corporation) (Inc.)
ISO 20275 code
WHGH