Stage 01 · Starting out

Pick the right structure before you register anything.

Your entity decides your tax rate, how exposed your personal assets are, and how much paperwork you carry every year after. Changing it later means closing one business and opening another.

Talk to us about your options Compare side by side

Three routes

Which one fits the business you are actually building?

1 Fastest

Sole proprietorship

One owner, registered with DTI. You and the business are the same person in law — simplest to run, and the riskiest if things go wrong.

Registers withDTI

LiabilityUnlimited

Set-up2–3 weeks

See the requirements →

2 Shared

Partnership

Two or more people put in money, property or skill and split the profits on terms you write yourselves. Registered with the SEC.

Registers withSEC

LiabilityUnlimited*

Set-up4–6 weeks

See the requirements →

3 Most protected

Corporation or OPC

A separate legal person owned by shareholders. Since RA 11232 one person can incorporate alone, and corporations live on indefinitely.

Registers withSEC

LiabilityLimited

Set-up4–8 weeks

See the requirements →

*General partners carry unlimited liability. Limited partners are exposed only up to what they contributed.

Foreign parent company?

A representative office or a branch office may suit you better than a new corporation

Both let an existing foreign company operate here under its own name — with very different capital requirements and tax consequences.

Compare the two →

Side by side

The differences that actually cost money

	Sole proprietorship	Partnership	Corporation / OPC
Registers with	DTI	SEC	SEC
Owners	One	Two or more	1 (OPC) to 15 incorporators
Minimum capital	None required	SEC registration required at ₱3,000 and above	None as a rule; some activities carry statutory minimums
Personal liability	Unlimited — personal assets are reachable	General partners unlimited and solidary; limited partners capped at contribution	Limited to shares paid in
Income tax	Graduated personal rates, or the 8% option on gross	Taxed like a corporation; general professional partnerships are taxed at partner level	20% for small domestic corporations, otherwise 25%
Annual filings	BIR returns, LGU renewal	SEC GIS and financial statements, BIR, LGU	SEC GIS and audited FS, BIR, LGU, board and stockholder minutes
Life span	Ends with the owner	Dissolves on a partner’s death or withdrawal unless the articles provide otherwise	Perpetual unless a term is stated
Bringing in money	Your own funds and loans	New partners, by amending the articles	Issue or transfer shares
Typical set-up	2–3 weeks	4–6 weeks	4–8 weeks

Thresholds and agency requirements change. Confirm the current figures with us before you file — we run this sequence for clients continuously and keep the checklists current.

Not sure which one? That is the conversation to have first.

Tell us what the business does, who is involved and where the money comes from. We will tell you which structure fits — then register it end to end and hand you the certificates.

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