A partnership is a popular business structure in the Philippines, particularly for entrepreneurs who want to share ownership, responsibilities, and profits with one or more partners. Governed by the Civil Code of the Philippines, a partnership is a legal entity distinct from its partners. This guide provides a step-by-step process for registering a partnership business in the Philippines to ensure compliance with government regulations.
Step 1: Choose a Business Name and Check Availability
Conduct a business name search using the Securities and Exchange Commission (SEC) Name Reservation System.
The business name should be unique and comply with SEC naming guidelines.
Reserve the chosen name online through the SEC’s Company Registration System (CRS).
Step 2: Draft the Articles of Partnership
The Articles of Partnership is a legal document that outlines the terms and conditions agreed upon by the partners. It must include:
Business name and principal office address
Names, nationalities, and contributions of each partner
Nature and scope of the business
Profit-sharing agreement
Rights, duties, and obligations of each partner
Management structure
Termination and dissolution procedures
The Articles of Partnership must be notarized before submission to the SEC.
Step 3: Register with the Securities and Exchange Commission (SEC)
Submit the following documents to the SEC:
Notarized Articles of Partnership
Name Reservation Notice
Joint Affidavit of Partners (if applicable)
Treasurer’s Affidavit (if required)
Pay the registration fees based on the partnership’s capital contribution.
Wait for the issuance of the Certificate of Registration, which formally recognizes the partnership as a legal entity.
Step 4: Secure Barangay Clearance
Visit the barangay office where the business is located.
Submit the SEC Certificate of Registration and lease contract (if applicable).
Pay the corresponding fees to obtain the Barangay Clearance.
Step 5: Obtain a Mayor’s/Business Permit
Apply at the City or Municipal Hall where the business operates.
Submit the following:
SEC Certificate of Registration
Barangay Clearance
Lease contract or proof of business address
Business location sketch
Other local government unit (LGU) requirements
Pay the necessary fees and obtain the Mayor’s Permit (Business Permit).
Step 6: Register with the Bureau of Internal Revenue (BIR)
Apply for a Taxpayer Identification Number (TIN) for the partnership using BIR Form 1903.
Submit the Articles of Partnership, Mayor’s Permit, and SEC Certificate of Registration.
Register the books of accounts and official receipts/invoices.
Pay the applicable annual registration fee (BIR Form 0605).
Secure the Certificate of Registration (BIR Form 2303), which authorizes the business to operate for tax purposes.
Step 7: Register with Social Security Agencies (If Hiring Employees)
If the partnership intends to hire employees, it must register with:
Social Security System (SSS)
PhilHealth
Pag-IBIG Fund
These registrations ensure compliance with labor and employment laws in the Philippines.
Step 8: Open a Business Bank Account
Choose a bank and provide the following:
SEC Certificate of Registration
Articles of Partnership
BIR Certificate of Registration (Form 2303)
Valid IDs of authorized signatories
A business bank account helps in managing financial transactions professionally.
Conclusion
Registering a partnership business in the Philippines involves multiple legal and regulatory steps to ensure compliance with SEC, BIR, and LGU requirements. By following this step-by-step guide, entrepreneurs can establish a legally recognized partnership and focus on growing their business. Consulting a corporate lawyer can provide additional assistance in drafting agreements and ensuring smooth registration.
Navigating the business landscape in the Philippines can be both rewarding and intricate. Whether you’re embarking on a new venture or scaling up, ensuring that your corporate endeavors are in line with local regulations is paramount.
At CBOS Business Solutions Inc., we pride ourselves on simplifying these processes for our clients. As a seasoned professional services company, we offer comprehensive assistance with SEC Registration, Visa processing, and a myriad of other essential business requirements. Our team of experts is dedicated to ensuring that your business is compliant, well-established, and ready to thrive in the Philippine market.
Why venture into the complexities of business registration and compliance alone? Allow our team to guide you every step of the way. After all, your success is our commitment.
Get in touch today and let us be your partner in achieving your business goals in the Philippines.
Email Address: gerald.bernardo@cbos.com.ph
Mobile No.: +639270032851
You can also click this link to schedule a meeting.
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