Registering a Branch Office in the Philippines

We specialize in assisting foreign-based companies set-up branch offices and business corporations in the Philippines. We will take you through the necessary procedures in setting up and registering a branch office in the Philippines, process the necessary permits and documentation, and assist you in navigating the ins-and-outs of the Philippine legal system.

What is a Branch Office in the Philippines?
A branch office is a foreign-owned company that registers and sets up business operations in the Philippines. The branch office performs the activities of its foreign-based head office, while deriving income from the Philippines. A branch office can be 100% foreign-owned, as long as it exports goods and services that amount to more than 60% of its gross sales income.

What you need to know before Registering a Branch Office in the Philippines:

• Before registering and performing operations in the Philippines, a branch office must first obtain a license from the Philippine Securities and Exchange Commission (SEC). The company must:
  • Prove its legal existence in its country of origin;
  • Prove its financial soundness;
  • Prove its authorization to set up a branch office in the Philippines
• The branch must appoint a resident agent in the Philippines, who will be responsible for receiving summons and other legal processes:
  • If the resident agent is a foreigner, he/she must hold a Philippine visa valid for up to one year since the time of issuance;
  • The designated resident agent can only open a pre-registration account, after he/she has received an appointment
• A capital investment remittance of USD 200,000 is required upon setting up a branch office in the Philippines;
• Branches that engage in advanced technology, or employ up to 50 employees, are only required to remit an amount of USD 100,000 as assigned capital;
• The branch office can be registered for as little as Php 5,000 in paid-up capital. However, most banks require a minimum deposit of Php 25,000-50,000 to open a corporate bank account.

What are the Requirements for Registering a Branch Office?
Listed below are the documentation requirements for setting up a branch office in the Philippines:

• Name Verification Slip (to be completed by the Department of Trade and Industry);
• Form F-103 (Branch Office Application);
• Appointment Acceptance (from the Resident Agent);
• Registration Data Sheet;
• Proof of Inward Remittance (bank certificates, etc.);
• Authenticated Copies of the Articles of Incorporation;
• Financial Statements;
  • Dates must not exceed one year prior to the filing of a branch office application;
  • Statements must be certified by a CPA of the branch office's home country or authenticated before the Philippine consulate/embassy;
• Authenticated Copy of the Board Resolution Authorizing the Establishment of a Branch Office in the Philippines.
  • Designates the Resident Agent to whom summons and other legal processes may be served to the foreign company;
  • Stipulates that in the absence of a Resident Agent or once the company ceases business 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

What are the Procedures in Setting up a Branch Office in the Philippines?

Listed below is the complete procedure for setting up a branch office in the Philippines:

• The company must reserve a branch office name from the Department of Trade and Industry (DTI);
• The company must present ALL documentation requirements for pre-processing at the Philippine Securities and Exchange Commission (SEC);
• The company must present a verification of minimum paid-up capital from a local bank;
• The company must present the appointment of a resident agent;
• The company must pay all filing fees to the cashier;
• The company must claim its registration documents from the records division of the SEC;
• The company must complete licensing procedures with all pertinent government agencies