[ESTABLISHING A BUSINESS ENTITY IN THE PHILIPPINES]
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also required from the concerned government agencies which regulate each particular industry. Apostillized documents of the foreign corporate entity will have to also be submitted. Generally, the Securities and Exchange Commission will take about a week to complete the processing of an application for incorporation. For certain companies, endorsements from other government agencies are required and this can add to the processing time by an additional period of two weeks. 2. Domestic Branch Office / Philippine Affiliate Since it does not have a distinct legal personality, and only derives from the personality of its foreign “parent” company, the processing of an application for a permit for a domestic branch office requires the submission with the Securities and Exchange Commission of certain documents coming from the parent company which need to be apostillized where the parent company is situated. The processing of the approval can take about two weeks from the submission of complete documentary requirements. In addition, the RCC also now requires that within sixty (60) days from the issuance by the Securities and Exchange Commission of a license to transact business to a branch office of a foreign corporation, said branch must deposit acceptable securities to the SEC with an actual market value of at least P500,000.00 for the benefit of present and future creditors of the licensee. 3. Joint Venture Arrangement In as much as the joint venture arrangement usually results in a new business entity, the same discussion on
the incorporation of a domestic corporation must be followed. That means the registration of a new name for the joint venture corporation, as well as the filing of its Articles of Incorporation and By-Laws with the Securities and Exchange Commission. 4. Representative Office The requirements are the same as with a domestic branch, in that a representative office needs to be registered and licensed with the Securities and Exchange Commission through the submission of apostillized documents coming from the foreign company based abroad. The establishment of such an office, however, requires two certifications, an endorsement, and proof of remittance of capitalization, namely: • A certification from the Philippine Consulate or Embassy or the Philippine Commercial Office or from the Philippine Department of Trade and Industry office in the applicant multinational corporation’s home country, certifying that said foreign entity is engaged in international trade with affiliates, subsidiaries or branch offices in the Asia-Pacific region and other foreign markets; • A certification from a principal officer of the applicant multinational corporation that it has been authorized by its board of directors to establish its regional operating headquarters in the Philippines; • And endorsement from the Philippine Board of Investments; and • Proof of inward remittance of at least US $ 30,000.00.
ILN Corporate Group – Establishing a Business Entity Series
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