Chamberlain
Glossary

Philippine business glossary for foreign founders

Plain-English definitions of the company, tax, payroll and visa terms foreign founders meet in the Philippines, each with the guide that covers it.

0-9

13th-month pay

A yearly pay benefit equal to at least one-twelfth of the basic salary earned during the calendar year, due by December 24.

Read the guide on 13th-month pay

60/40 rule

A rule that caps foreign equity in some Philippine sectors. Where it applies, Filipino partners must hold the required minimum, commonly 60%.

Read the guide on 60/40 rule

9(g) visa

The standard long-term work visa for a foreigner employed by a Philippine company. The employer sponsors it, and it is tied to that employment.

Read the guide on 9(g) visa

A

AEP

Alien Employment Permit, the DOLE work permit that authorises a foreign national to work for a specific employer in the Philippines.

Read the guide on AEP

AFS

Audited Financial Statements, the annual financial statements a corporation files with the SEC. Companies above the SEC size thresholds need an independent CPA audit before filing.

Read the guide on AFS

Anti-Dummy Law

A law that makes it a crime to use a Filipino as a front to evade a nationality restriction while a foreigner secretly owns, controls or benefits from the business.

Read the guide on Anti-Dummy Law

B

Beneficial owner

A natural person who owns a stake in a company, directly or through other entities, and whom the company must declare to the SEC.

Read the guide on Beneficial owner

BIR

The Bureau of Internal Revenue, which issues each company its Tax Identification Number (TIN) and Certificate of Registration (COR).

Read the guide on BIR

BOI

The Board of Investments, the main investment promotion agency that grants incentives to enterprises operating outside special economic zones.

Read the guide on BOI

Books of accounts

The ledgers a business keeps to record its transactions, kept as manual, loose-leaf or computerized books and registered with the BIR through ORUS.

Read the guide on Books of accounts

Branch office

A foreign company's extension in the Philippines that can solicit orders and earn local income. It operates as part of the foreign parent and remits profits to head office.

Read the guide on Branch office

BSP registration

Registration of a foreign investment with the Bangko Sentral ng Pilipinas, usually through an authorized agent bank. A registered investment lets you buy foreign currency from a Philippine bank to send capital and dividends home.

By-laws

A corporation's internal rules. They are submitted to the SEC with its Articles of Incorporation during incorporation.

Read the guide on By-laws

C

CAR/eCAR

The Certificate Authorizing Registration, which the BIR issues once capital gains tax and related taxes on a transfer are paid. A transfer cannot be recorded without it.

Read the guide on CAR/eCAR

CMEPA

Republic Act 12214, which revised documentary stamp tax rates and the capital gains tax on unlisted shares. Foreign-owned companies need to act on these changes.

Read the guide on CMEPA

COR (BIR Form 2303)

The BIR Certificate of Registration (BIR Form 2303). It lists the company's TIN, registered name, address and taxes, and must be displayed at its place of business.

Read the guide on COR (BIR Form 2303)

Corporate secretary

A Philippine citizen and resident whom the corporation must appoint. The role keeps the stock and transfer book, certifies resolutions and minutes, and files the GIS.

Read the guide on Corporate secretary

Corporate treasurer

A corporate officer whom the Revised Corporation Code (RA 11232) requires to be a resident of the Philippines, though not necessarily a Filipino citizen.

Read the guide on Corporate treasurer

D

De minimis benefits

Small, itemized perks, such as rice subsidies and uniform allowances, that stay tax-exempt as long as each one stays within its BIR ceiling.

Read the guide on De minimis benefits

DOLE

The Department of Labor and Employment, which issues Alien Employment Permits and handles the employer registration of companies that hire workers.

Read the guide on DOLE

DST

Documentary stamp tax, charged on certain documents and share transactions, including the tax due when shares are transferred.

Read the guide on DST

E

EOPT

Republic Act 11976, the Ease of Paying Taxes Act. It unified official receipts and sales invoices, dropped the annual registration fee and reset VAT timing.

Read the guide on EOPT

EOR

An employer of record is a Philippine provider that lets a foreign company hire people legally without setting up its own entity.

Read the guide on EOR

F

FINL

The Foreign Investment Negative List, the government list of activities where foreign ownership is restricted, capped or reserved to Philippine nationals.

Read the guide on FINL

FSIC

Fire Safety Inspection Certificate, issued by the Bureau of Fire Protection and commonly required to renew a business permit.

Read the guide on FSIC

G

GIS

The General Information Sheet, the annual SEC filing that reports a company's directors, officers and shareholders. It is due within 30 days of the annual meeting.

Read the guide on GIS

H

HARBOR

The SEC registry, linked to its eFAST system, where companies declare their beneficial owners.

Read the guide on HARBOR

L

Locational clearance

A local zoning clearance for the company's address. It is one of the requirements that feed into the mayor's permit, alongside fire safety and sanitary permits.

Read the guide on Locational clearance

M

Mayor's permit

The business permit issued by the city or municipal government. It is the legal licence to operate at a given address and is renewed every year.

Read the guide on Mayor's permit

N

NWPC/RTWPB

The National Wages and Productivity Commission sets wage policy, while Regional Tripartite Wages and Productivity Boards issue the regional wage orders.

Read the guide on NWPC/RTWPB

O

OPC

One Person Corporation, a corporation with a single stockholder who is also its sole director and president, under the Revised Corporation Code.

Read the guide on OPC

ORUS

The BIR's Online Registration and Update System, used to register books of accounts and obtain a Certificate of Registration.

Read the guide on ORUS

P

Pag-IBIG

The Pag-IBIG Fund, also called the Home Development Mutual Fund (HDMF), one of the three agencies where employers must register and remit monthly contributions.

Read the guide on Pag-IBIG

PEZA

The Philippine Economic Zone Authority, which registers export enterprises operating inside special economic zones that receive tax incentives.

Read the guide on PEZA

PhilHealth

The Philippine Health Insurance Corporation, one of the three agencies where employers must register and remit monthly contributions.

Read the guide on PhilHealth

R

RDO

The Revenue District Office with jurisdiction over a company's registered address. The company submits its TIN application there.

Read the guide on RDO

Resident agent

A person or domestic corporation that a licenced foreign company appoints to receive legal process and SEC notices on its behalf.

Read the guide on Resident agent

RHQ/ROHQ

A Regional Headquarters (RHQ) is a non-income supervisory centre for regional affiliates. A Regional Operating Headquarters (ROHQ) can earn revenue by providing services to them.

Read the guide on RHQ/ROHQ

S

SEC

The Securities and Exchange Commission, the primary registration authority for corporations and partnerships in the Philippines.

Read the guide on SEC

SIRV

The Special Investor's Resident Visa, which gives qualifying foreign investors indefinite residence in the Philippines.

Read the guide on SIRV

SRRV

The Special Resident Retiree's Visa, issued by the Philippine Retirement Authority. It gives qualifying foreign retirees indefinite, multiple-entry residence.

Read the guide on SRRV

SSS

The Social Security System, one of the three agencies where employers must register and remit monthly contributions.

Read the guide on SSS

V

VAT

The 12% value-added tax on the sale of goods and services and on importation. Zero-rated and VAT-exempt transactions are treated differently.

Read the guide on VAT

W

Withholding tax

Tax a company deducts from payments such as salaries, rent and professional fees, then remits to the BIR. The company acts as a withholding agent and a taxpayer.

Read the guide on Withholding tax