Procedures (number): all procedural steps involved in establishing a wholly foreign-owned subsidiary. Both pre- and post-incorporation procedures that are officially required for a foreign investor to formally operate a business are recorded.

Time (days): the number of days needed to go through each of the procedural steps for establishing a subsidiary of a foreign company.

No.	Procedure	Time to Complete (days)
1	Authentication / Regularization of the parent company's documentation overseas	1
2	Obtain bank certificate of deposit of the paid-in capital	1
3	Verify the availability of the company name with the Securities and Exchange Commission (SEC)	1
4	Register incorporation with the Securities and Exchange Commission	3
5	Obtain community tax certificate (CTC)	1
6 *	Apply for a Barangay (district) clearance	2
7 *	Obtain mayor’s permit/municipal license to operate at the Licensing Section of the Mayor's Office	11
8	Receive inspection from the Mayor's Office	5
9	Buy special books of account at bookstore	1
10 *	Register for taxes	2
11 *	Payment of documentary stamp taxes	1
12	Obtain the authority to print receipt/invoices with the Bureau of Internal Revenue (BIR)	1
13	Print receipts and invoices at the print shops accredited by the BIR	14
14	Submit receipts and invoices to the BIR for approval, have receipts/invoices and books of accounts stamped by BIR	1
15	Registration with the Social Security System (SSS) and Philippines Health Insurance Company (PHIC)	7
16	Complete registration with SSS and Philippines Health Insurance Company (PHIC)	1
17	Obtain a trade (import / export) license	27

* Takes place simultaneously with previous procedure.

Procedure 1 :	Authentication / Regularization of the parent company's documentation overseas
Time to Complete (days)	1
Comments:	Consularization or authentication of documents executed overeas, in the parent company's country of domicile.
Procedure 2 :	Obtain bank certificate of deposit of the paid-in capital
Time to Complete (days)	1
Comments:
Procedure 3 :	Verify the availability of the company name with the Securities and Exchange Commission (SEC)
Time to Complete (days)	1
Comments:	The uniqueness of the company name can be searched online via the SEC's online verification system (SEC i-view) at no charge. However, the SEC requires payment for official reservation of the company name (Php40/month), which must be done in the SEC offices. Within the reserved period, the company must file its application for incorporation. In the event that the reservation period expires without the company filing its application for incorporation, such reservation must be renewed/extended by paying Php40 per month and failure of which will prevent the company from using such reserved name. at no charge.
Procedure 4 :	Register incorporation with the Securities and Exchange Commission
Time to Complete (days)	3
Comments:	Upon securing the certificate of registration from the SEC, the foreign company is a separate legal entity in the Philippines. The other requirements (after SEC registration) are legal requirements for entities doing business in the Philippines. To register an incorporated company with the Securities and Exchange Commission (SEC), the promoters must file the following documents: the corporate name verification slip; the articles of incorporation and bylaws; the treasurer's affidavit; the bank certificate of deposit; the authority to verify the bank account; the incorporator’s tax identification number; affidavit of incorporator or director undertaking to change corporate name , officers, stockholders, and so forth. Through SEC i-Register, the SEC provides a Web-based, online company registration system and the option to reserve a company name. (Registration forms may be downloaded from the SEC Web site.) Although registration forms may now be downloaded from the SEC website, the registration papers must be filed and the filing fee paid at the SEC office. Applications are submitted for pre-processing evaluation prior to filing. Whereas the company now obtains a temporary identification number (TIN), in the past, the company obtained the TIN from the Revenue District Office. To obtain the TIN, the company requires a Barangay (district) clearance, a mayor's permit, and a copy of the SEC-issued registration certificate (issued as part of this procedure). Other documents may be required (e.g., homeowner’s clearance, lease contract). As authorized by the Bureau of Internal Revenue (BIR), the SEC now issues pre-generated TINs only if a company’s application for registration or incorporation has been approved. Although the SEC issues the TIN, the company must still register with the BIR: this time, to identify applicable tax types, to pay an annual registration fee, to register and stamp the books of accounts, and to obtain sales invoices and receipts.
Procedure 5 :	Obtain community tax certificate (CTC)
Time to Complete (days)	1
Comments:	To obtain a Barangay clearance, a company must obtain a community tax certificate. The company is assessed a basic and an additional community tax. The basic community tax rate depends on whether the company legal form is a corporation, partnership, or association (PHP 500 or lower). The additional community tax (not to exceed Php 10,000.00) depends on the assessed value of real property the company owns in the Philippines at the rate of Php2.00 for every Php5,000.00 and on its gross receipts, including dividends or earnings, derived from business activities in the Philippines during the preceding year, at the rate of Php2.00 for every Php5,000.00.
Procedure 6 :	Apply for a Barangay (district) clearance
Time to Complete (days)	2
Comments:	No city or municipality may issue any license or permit for any business or activity unless a clearance is first obtained from the Barangay (district) where the business or activity is located or conducted. To obtain a business permit, the applicant must submit a business transaction form (BTF) which contains vital information to process the application. The BTF is available in the Business Promotions and Development Office located at the ground floor of the Manila City Hall. The completed BTF together with the following requirements will be submitted to the Bureau of Permits (BP): a) Barangay Clearance, b) SEC Registration, c) Public Liability Insurance (for restaurants, parlos, cinemas, malls etc) Authorization Letter of owner with ID, d) Lease Contract/Tax Declaration, e) SSS (Certification/Clearance), f) Community Tax Certificate. The BP personnel encodes the business transaction form details and the requirements for the processing and computation of business permit fee. The BP personnel issues a computer generated Business Identification Number (BIN) slip to the applicant. The applicant proceeds to the License Division of the City Treasurer's Office for computation and assessment of Business tax and Regulatory Fees. The applicant presents the issued BIN to the licensing officer on duty. The latter then compute and generates the License and Regulatory Fees Form (LRF), which shall be given to the applicant. The applicant then proceeds to the cashier and presents the issued LRF Form. The cashier receives and records payment of the applicant and validates the LRF Form, which serves as the official receipt. The applicant then goes back to the business transaction office. After verifying that payment has been made, a BP personnel generates the Business Permit and secures the approval and signature of the Head of the BP. Upon approval, the BP personnel releases the Business Permit to the applicant.
Procedure 7 :	Obtain mayor’s permit/municipal license to operate at the Licensing Section of the Mayor's Office
Time to Complete (days)	11
Comments:	An application for business permit begins with the filing with the Bureau of Permits, City Mayor's Office, Manila City Hall. The following documents (original and photocopies) are required: a) Taxpayer identification number (TIN), b) BIR-issued certificate of registration (COR") and a proof of payment of annual registration fees paid to BIR. The Bureau then classifies the business and identifies the agencies/units/offices whose endorsement/approval would be required for the processing of the permit. The application would then be forwarded to the appropriate agencies involved in the approval. An inspection of the business location is also conducted. Upon completion of all necessary approvals/endorsements from the various government departments/units/agencies, the Bureau issues the Business Permit, which shall then be forwarded to the Licensing Section of the City Treasurer's Office for assessment and collection of taxes and other fees (i.e. garbage fee, etc.) The licensing division generates a statement of account showing a breakdown of all applicable local (business) taxes and charges. The business permit and license are released upon payment of taxes and other applicable charges.
Procedure 8 :	Receive inspection from the Mayor's Office
Time to Complete (days)	5
Comments:	The Mayor's office conducts an inspection to verify that the company will conduct the activity stated in the application for business permit. There is no need to set an appointment for this inspection. The inspection generally occurs within the first 5 days of filing the application for the operating permit.
Procedure 9 :	Buy special books of account at bookstore
Time to Complete (days)	1
Comments:	To register with the Bureau of Internal Revenue, promoters must purchase special books of accounts, available at bookstores nationwide.
Procedure 10 :	Register for taxes
Time to Complete (days)	2
Comments:	After the taxpayer obtains the TIN, the company must pay the annual registration fee of PHP 500 at any duly accredited bank, using BIR Form 0605. To register the BIR the taxpayer must first accomplish BIR Form 1903 and submit the same together with the required attachments to the Revenue District Office having jurisdiction over the registered address of the business establishment. In the Philippines, companies may be required to pay various taxes: VAT, a community tax, a local tax, and income tax. When a company registers as a taxpayer, it must indicate in the application the types of taxes it expects to be liable for, including VAT.
Procedure 11 :	Payment of documentary stamp taxes
Time to Complete (days)	1
Comments:	Section 174 of the National Internal Revenue Code, as amended, requires the payment of documentary stamp taxes on the original issuance of shares of stock. Payment must be made by the 5th of the month following the date of issuance of said registration certificate or issuance of shares.
Procedure 12 :	Obtain the authority to print receipt/invoices with the Bureau of Internal Revenue (BIR)
Time to Complete (days)	1
Comments:	The authority to print receipts or invoices must be secured by the printer before the sales invoices or receipts may be printed. Philippine law does not require a company to print its official invoice forms at designated print shops. If a company has secured the authority to print receipts and invoices, it can ask any authorized printing company to print its official invoice forms. However, if a company wants to print its own invoice forms (as detailed in Procedure 9), the company must obtain a special permit from the Bureau of Internal Revenue. According to requirements stipulated by the Large Taxpayer Service, new taxpayers must submit the following documents to the Revenue District Office or the office with jurisdiction over the taxpayer's head office: - Duly completed application for authority to print receipts and invoices (BIR Form 1906) - Job order. - Final and clear sample of receipts and invoices (machine-printed). - Application for registration (BIR Forms 1901 or 1903). - TRU form or photocopy of TIN card. - Proof of payment of annual registration fee (BIR Form 0605).
Procedure 13 :	Print receipts and invoices at the print shops accredited by the BIR
Time to Complete (days)	14
Comments:	The minimum print number is 25 booklets.
Procedure 14 :	Submit receipts and invoices to the BIR for approval, have receipts/invoices and books of accounts stamped by BIR
Time to Complete (days)	1
Comments:	In practice, the books of accounts are presented for stamping upon filing the application. These books can be obtained from Bureau of Internal Revenue (BIR). To register books of account and invoices, founders must present the following documents: - All required books of accounts. - VAT registration certificate. - SEC registration certificate. - BIR Form W-5. According to the Revenue Regulation No. 26-03 dated September 18, 2003, in lieu of the usual stamping of BIR registration on every booklet of manually-printed receipts and invoices to confirm or signify registration, the printer indicated in the BIR duly approved “Authority to Print Receipts and/or Invoices” (ATP) shall issue to the taxpayer a duly stamped BIR-registered “Printer’s Certificate of Delivery of Receipts and Invoices” (PCD) for printed receipts and invoices which shall be made available and ready for inspection anytime by duly authorized revenue personnel. The above-mentioned certificate may be issued either on a “one-time basis” for full delivery of ordered receipts/invoices or on a “piece-meal basis” in case of partial delivery, in which latter case, the corresponding PCD shall be issued to the taxpayer every time a delivery of the ordered receipts/invoices is made. Consequently, manually-printed receipts/invoices are deemed duly registered receipts or invoices as required under Section 237 of the National Internal Revenue Code of 1997 only if they are covered by a duly approved and issued “Authority to Print Receipts and/or Invoices” and BIR-registered “Printer’s Certificate of Delivery of Receipts and Invoices.No receipt or sales/commercial invoice shall be issued by a seller to any customer or client unless the former has received his copy of the duly stamped BIR-Registered “Printer’s Certificate of Delivery of Receipts and Invoices” indicating the inclusive serial numbers of the receipts/invoices printed and delivered and the due dates of submission of the copy of the PCD to the concerned BIR offices. Within thirty (30) days from issuance of the PCD, the taxpayer or the printer, as the case may be, shall submit to the concerned BIR office that has jurisdiction over the taxpayer-user’s principal place of business the triplicate copy of the PCD, together with the certified photocopy of approved ATP and the taxpayer’s Sworn Statement enumerating responsibilities and commitments of the taxpayer-user. One copy thereof shall likewise be submitted to the BIR Revenue District Office that has jurisdiction over the principal place of business of the printer.
Procedure 15 :	Registration with the Social Security System (SSS) and Philippines Health Insurance Company (PHIC)
Time to Complete (days)	7
Comments:	Under the new single registration process, the employer is required to register with the SSS using the business registration form or BR-1. Registration with SSS automatically causes registration with Philhealth. Based on BR-1 submission, the SSS shall encode the employer details and issue the following: a) SSS employer number, together with the employer's copy of the processed Br-1, b) SSS information Brochure, c) employer identification card and list of employer obligations and post-registration requirements.
Procedure 16 :	Complete registration with SSS and Philippines Health Insurance Company (PHIC)
Time to Complete (days)	1
Comments:	After initial registration, the employer submits within 30 days from the issuance of employer number by SSS and Philhealth the following: i) To SSS: employment report (SS form R-1A), specimen signature card (SS form L-501), sketch of business address and validated miscellaneous payment return form (SS form R-6) or special bank receipt, showing payment for the employer registration plate, if not paid upon initial registration. ii) To Philhealth: member registration forms for each employee with the required supporting documents.
Procedure 17 :	Obtain a trade (import / export) license
Time to Complete (days)	27
Comments:	Import: To be able to import its production inputs, the foreign company must seek accreditation from the Bureau of Customs (BOC) Accreditation Secretariat. In addition, to enable the foreign company to secure the release of the products from the relevant ports, the foreign company must also secure a Certificate of Exemption, or, if the products to be imported are included in the list of products covered by mandatory standards, an Import Commodity Clearance from the Bureau of Product Standards. Note that for the importation of other identified products, clearances from other agencies will be required (e.g. plant, animals, wood/wood products, hazardous substances/chemicals, dangerous/controlled drugs, cigar, cigarettes and other tobacco products, firearms, ammunition and materials for manufacture of explosives, telecommunications equipment, marine and acquatic products, etc. Export: the foreign company wishing to export its production does not need to secure a license or clearance to export but will only be required to fill up an Export Declaration Form (before each shipment). Similar to the importation of certain products, clearances are required for selected export businesses such as for the export of animal and animal by-products, plants, food, drugs and chemicals, coffee, garment and textile, fisheries and other aquatic products, handicrafts, regulated coconut products, fiber, etc.