Gate one: SEC — name check, filing, certificate
The entity is created at the SEC. Three moves: reserve the company name, file the articles of incorporation and shareholder details, pay the fee and receive the SEC Certificate of Incorporation. Whether 100% foreign ownership is allowed depends on whether your industry sits on the current Foreign Investment Negative List — the exact cap follows the current list, not another industry's experience. Online filing runs through eSPARC; see the eSPARC walkthrough.
Gates two to four: BIR, the LGU, and the social agencies
An SEC certificate alone does not let you legally invoice. BIR registration gets you a TIN and Certificate of Registration plus invoicing authority; the LGU issues the Mayor's Permit, and will not process it until BIR registration exists; SSS, PhilHealth and Pag-IBIG employer enrolment is mandatory once you hire staff. Only after all four are done can you trade legally.
See the full company-setup guide and the timeline across all four stages; document checklists are in what a Philippine company needs.
The two mistakes people repeat
- Working out of order — filing for the local permit before BIR registration, or engaging an accountant before the SEC certificate exists, both get bounced back.
- Assuming the SEC certificate means you can trade. It only proves the entity exists; legal invoicing depends on BIR.
Not sure which gates apply to your specific setup? → Send YIXING your entity type and industry for a quick read
YIXING is a Chinese-language consultancy registered in Makati, Philippines, holding SEC registration CS202009551 and BI Accreditation No. CA-202624381-1; we are not affiliated with any government agency and promise no outcome. Specific thresholds, documents and fees follow the relevant agency's current rules; individual cases should be reviewed by a licensed accountant or lawyer.
Frequently Asked Questions
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