The first 24 hours after the notice or the cut-off
Six things, in order. One: pin down the form and content of the notice. Was it oral, a text message or a letter, who sent it, what reason was given and what date was set? If it was only oral, send a written message the same day repeating what was said and asking for confirmation, so that it exists on record. Two: gather the original lease and every supplement, including renewal emails, rent-increase confirmations and fit-out approvals. Three: document the premises. Meter readings, posted notices, changed locks, blocked entrances, the state of stock and equipment, in photographs and video with timestamps.
Four: reply to the landlord in writing. You do not accept unilateral termination, you ask which clause is relied on, you require utilities and access to be restored at once, and you reserve your right to claim losses. Keep it factual and restrained. Five: protect continuity. Move or back up perishable stock, key documents, servers and point-of-sale data. Tell staff and key customers about possible temporary arrangements, using the line "we are in discussion with the building owner", and do not criticise the landlord in public channels.
Six: speak to a lawyer that day, bringing the lease, the notice and your evidence. Many tenants wait until they are locked out, by which time stock and equipment are inside and half the bargaining position is gone. Do not stop paying rent as a form of resistance, because arrears are the strongest ground a landlord can have. Do not cut locks or reconnect utilities yourself, and do not let staff get into physical confrontations with guards. If the scene looks likely to escalate, make a record at the local police station first; see how police reports work.
Five clauses that decide the outcome
In a commercial lease dispute the answer is mostly written in the contract. First, the termination clause: in what circumstances may the landlord end the lease early, and is prior written notice and a cure period required? Many standard forms give the landlord a right to terminate only on the tenant's default and no right to take back the premises without cause, in which case "the owner needs the space" or "the building is being sold" may not be a contractual ground at all. Second, default and cure: if you are accused of a breach, does the lease give you time to correct it after notice?
Third, term and formalities: is the term still running, is there a renewal option, was the lease notarised? Fourth, improvements: who owns the fit-out and fixtures when the lease ends, is compensation payable, must the premises be restored? This is often the largest loss a commercial tenant faces; the usual drafting of these clauses is covered in commercial versus residential leases. Fifth, dispute resolution: court or arbitration, and is negotiation or mediation required first?
Two matters outside the contract deserve attention. One is a change on the landlord's side: has the property been sold or foreclosed, and is the new owner bound by your lease? Counsel must check that against the title records. The other is your own exposure: late rent, subletting or change of use without consent, fit-out without approval, or a line of business different from the one agreed. Tell your lawyer your weak points yourself; that is better than hearing them across the table. Mall leases tend to favour the owner more heavily, as explained in negotiating a mall lease.
Cut utilities, changed locks, held stock: is the landlord's self-help defensible?
What tenants usually meet is not a formal termination letter but direct action: power and water stopped, locks changed, staff refused entry, stock held inside. As a general matter, even a landlord who believes the lease can be ended is expected to recover possession through proper process and not by force. Ousting a tenant still in possession without court proceedings can expose the landlord to civil and possibly other liability. The process a landlord is normally expected to follow can be seen from the other side in how landlords lawfully evict a non-paying tenant.
Two cautions. First, some leases contain clauses allowing the owner to suspend common services or enter the premises on a tenant's default. Their validity and reach must be read word by word by counsel and cannot be assumed either way. Second, where utilities are supplied through the building administration instead of under your own contract with the utility company, a cut-off for unpaid building charges is a different dispute; see CUSA and office add-on charges for how those charges are built.
What you can do is turn every coercive act into evidence: the date, who did it, what was done and the result. Where goods are held, list them and demand their return in writing. Where stock spoiled for lack of power, photograph it and keep purchase records. Where you were forced to close, keep the trading records for that period and the same period before. From that file counsel can assess whether to seek interim relief from a court to restore possession or supply. Such applications are time-sensitive, so evidence and legal advice belong in the first few days. Do not hire people to retake the premises; that makes you a party to a second dispute.
What you may claim: fit-out, lost trading and the deposit
Claims fall into four heads, each needing its own proof. One: the deposit and advance rent. Leases usually provide for return after deducting arrears and damage. Where the landlord ends the lease early and you are not in default, this is the most direct claim, and argument centres on the deductions asserted; the general route is in when a landlord will not return the deposit. Two: fit-out and improvements. Whether compensation is due depends on the ownership clause and the reason for termination. Prepare the fit-out contract, proof of payment, the owner's approval and photographs of the current state.
Three: lost trading and relocation. Lost profit while closed, wages, moving costs and a second fit-out at the new address. This is the hardest head to prove, needs financial records, and is directly affected by any limitation-of-liability clause. Four: damage to stock and equipment, including spoilage from loss of power and loss or damage while goods were withheld.
The routes run from light to heavy: a lawyer's letter stating the demand and a deadline, explained in how demand letters work; then any negotiation or mediation required by contract or law; then arbitration or litigation, compared in three routes for contract disputes. Realistically, most commercial lease disputes end in negotiation: the landlord concedes a grace period and some compensation, and the tenant leaves on an agreed date. So decide what you want: to stay for the remaining term, or to leave on decent terms. The two aims call for quite different strategies, and your lawyer should know which it is early.
Fighting and moving at once: permits, tax registration and customers
Even if you intend to contest the matter to the end, prepare an alternative in parallel, because the business cannot wait for a ruling. When viewing backup premises, ask one question first: can a business permit be obtained at this address? Whether zoning allows your activity and whether the landlord will supply the documents the permit requires matter more than the rent; see using a leased address for a business permit.
A change of address touches a chain of registrations: the City Hall business permit, the tax registration and invoices, and the principal office address on record with the SEC. A move to another city means a new permit application there. The SEC side is described in changing company address and amending the articles. If a foreign employee's work visa or permit states a place of work, check whether notification is needed through visa and HR compliance support. Until the old address is formally closed or transferred, obligations to the former city do not lapse by themselves.
Forced closure brings its own compliance steps. If trading at the old address has become impossible, consider whether the relevant offices should be told that operations are suspended, so that filing and permit breaches do not accumulate during the gap. Tell customers early: the new address, interim contacts and how work in progress will continue. For employees, pay during a stoppage must follow labour rules; "go home and wait" is not an arrangement. Put all of this on a relocation checklist managed separately from the legal dispute, with different people in charge, so that neither delays the other.
How to sign the next lease, and what Yixing can do
Write the lesson into the next contract. One: balanced termination. The landlord may terminate only for listed defaults and only after written notice and a cure period; if the landlord insists on an early take-back right, the notice period and compensation are spelled out. Two: fit-out compensation. If the landlord ends the lease before expiry, state how the unamortised investment is compensated. Three: no self-help. The landlord may not recover the premises by cutting utilities or changing locks. Four: change of ownership. The lease continues if the property is sold or a mortgage is enforced.
Five: a duty to assist with permits, covering the documents needed for the business permit and fire clearance. Six: notarise the lease and keep every written exchange. Before signing, confirm that the lessor really is the owner or holds a right to sublet, a step many tenants skip. Long-term land and factory leases have more involved renewal and improvement clauses; see factory lease expiry and land-use renewal.
Yixing Travel Consultancy (SEC Registration No. CS202009551, Bureau of Immigration Accredited Agency No. CA-202624381-1) provides compliance retainer services for foreign-owned companies in the Philippines: coordinating business-permit, tax-registration and SEC address changes on relocation, a checklist of permit-related clauses for a new lease, organising evidence during a dispute and introducing licensed counsel. We are not a law firm, we do not conduct litigation and we promise no outcome in any dispute. If your landlord gave notice today, bring the lease and the notice, and we will help you separate the legal dispute from the relocation paperwork into two working lists. For your specific case consult a licensed lawyer; this article is not legal advice.
Frequently Asked Questions
My landlord says the shop is being taken back next month. Do I have to leave?
The landlord cut power and water to our office. Is that lawful?
Can I withhold rent because the landlord is in breach?
Can I recover what I spent on the fit-out?
Our stock is locked inside. What can we do?
The building was sold. Is my lease still valid?
If we are forced to move, do we need a new business permit?
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