Under the Revised Corporation Code (Republic Act No. 11232), One Person Corporation is legally recognized and can already be established in the Philippines, a new business structure geared towards ease of doing business. The Securities and Exchange Commission accepts applications for companies with a single shareholder. As a result, a company can already register in the Philippines without the necessity of a minimum of five shareholders or a board of directors, such favorable news for micro, small and medium enterprises that encompass the 99% of businesses in the country.
A registered One Person Corporation must attach “OPC” either below or at the end of its name to differentiate it from other companies and inform the public aware of the nature of the corporation prior to making any transaction with it.
With the opportunity to start a business with limited liability, entrepreneurs can now have another option to form a business easier.
One Person Corporation can take advantage of the provision for complete control of a sole proprietorship with the benefit of a limitation of liability feature of a corporation. Moreover, an entrepreneur can manage in his own accord the affairs of the company without the need to raise a unanimity among shareholders. This can pave the way for the achievement of the entrepreneurial aspirations of many Filipino entrepreneurs.
A single shareholder of an OPC must meet certain guidelines to incorporate the company. Only a natural person, trust, or estate can register a One Person Corporation in the Philippines, with the requirement that the natural person is of legal age.
Natural persons who are professionals, licensed or not, if they are operating the business by practicing their professions, are prohibited from operating as an OPC.
Specific financial institutions and entities are also forbidden to incorporate as an OPC, such as “banks and quasi-banks, pre-need, trust, insurance, public and publicly-listed companies, and non-chartered government-owned and -controlled corporations,” as they require strict compliance to corporate regulations.
A foreigner is allowed to register a One Person Corporation; however, the business is still subject to the regulations imposed for foreign ownership.
- Check the corporate name’s availability. Have it verified and approved.
- Submit registration documents:
– Cover Sheet
– Articles of Incorporation
– Written Content from the Nominee and Alternate Nominee
– Other requirements, if applicable
- Pay the necessary filing fees, such as:
– Name Reservation (P100 per company name and/or trade name)
– Articles of Incorporation (at least P2000, depending on the authorized capital stock)
– Legal Research Fee (at least P20, depending on the total filing fee)
– For foreign single-stockholder, an FIA Application Fee of P3000
- Submit signed and notarized documents as well as the proof of payment of filing fees.
- Receive the Approved Certification of Registration as One Person Corporation.
Are you ready to register or make a switch to a One Person Corporation in the Philippines?
IDO Consultancy and Business Support, Inc. can make things easier for you. Setting up your business in the Philippines can be smooth and time-efficient with the assistance of our consultants. Send us an email at email@example.com or fill out the form below, so we can walk you through the process.
Get in touch with IDO Consultancy and Business Support, Inc. by filling out the form below to discuss how we can help you help make your business a success in the Philippines.