0962 234-1368 0936 942-9617 0917 104-1408 qsplawoffice@gmail.com
BGC, Taguig City
Practice Area

Corporate Lawyers in the Philippines

SEC registration, corporate governance, compliance, and business law from CPA-Lawyers who understand the financial dimension of every corporate decision.

Corporate Law Philippines

Business Lawyers Who Also Understand Your Numbers

Most business legal problems have a financial dimension: capital structure, tax exposure, cash flow implications of a contract, valuation in a shareholder buyout. A lawyer who cannot read your financial statements gives you half the picture.

QSP's CPA-Lawyers structure corporations for both legal soundness and financial efficiency. From SEC registration to shareholder disputes to M&A, we advise with the dual perspective that Philippine businesses actually need.

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Our Corporate Law Services

What We Handle

From day-one business registration to complex corporate transactions, we serve businesses at every stage of their lifecycle.

Corporation & OPC Registration

We handle end-to-end SEC registration for domestic stock corporations, One-Person Corporations (OPCs), non-stock entities, and partnerships — Articles of Incorporation, By-Laws, and all SEC requirements.

Annual SEC Compliance

We prepare and file your General Information Sheet (GIS) and Audited Financial Statements (AFS) with the SEC to maintain your corporate registration in good standing.

Corporate Governance

We draft and review By-Laws, Board Resolutions, Stockholder Agreements, and Board Policies to ensure your governance structure is legally sound and dispute-resistant.

Shareholder Agreements & Disputes

We draft shareholder agreements covering voting rights, dividend policy, and transfer restrictions — and represent shareholders in intra-corporate disputes.

Mergers & Acquisitions

We handle due diligence, structuring, drafting of transaction documents, SEC filings, and post-merger integration requirements for M&A transactions.

Contract Drafting & Review

We draft and negotiate commercial contracts — NDAs, service agreements, joint venture agreements, distribution agreements, franchise contracts — with legal and financial precision.

Intellectual Property

We handle trademark, copyright, and patent registration with the Intellectual Property Office of the Philippines (IPOPHL) to protect your business assets.

Regulatory Compliance

We advise on PEZA/BOI incentives, foreign equity restrictions, Anti-Dummy Law compliance, and other regulatory requirements affecting Philippine business operations.

Business Structures

Which Business Entity is Right for You?

One-Person Corporation (OPC)

Single stockholder. Full limited liability protection. No minimum capital. Ideal for professionals, freelancers, and solo entrepreneurs who want personal asset protection.

Stock Corporation

2-15 stockholders. Limited liability for all. Perpetual existence. Best for businesses planning to bring in investors or expand operations significantly.

Partnership

General or limited partnership. Partners share profits and management. Simpler structure but partners in a general partnership face unlimited personal liability.

Sole Proprietorship

Registered with DTI. Simplest structure but owner has unlimited personal liability. The owner IS the business — no separate legal personality.

Not sure which structure is best? Book a consultation and we'll recommend the right fit for your business goals and tax position.

Common Questions

Corporate Law FAQ

Through the SEC's online eSPARC system, a domestic stock corporation can be approved in 1-3 business days once all requirements are submitted correctly. However, the full process — including BIR registration (TIN, books of accounts), mayor's permit, and barangay clearance — typically takes 2-4 weeks total. Having a lawyer ensure all documents are correctly drafted on the first submission prevents costly re-filings and delays.

An OPC is a corporation with a single stockholder, introduced by the Revised Corporation Code (RA 11232). It allows a solo entrepreneur to enjoy limited liability protection — meaning personal assets are shielded from business liabilities — without needing a board of directors or multiple shareholders. It is ideal for professionals (doctors, architects, consultants), freelancers, and sole proprietors who want to separate business and personal assets legally.

Under the Revised Corporation Code, there is no minimum authorized capital stock requirement for most domestic corporations. However, certain regulated industries impose minimum capital: rural banks, insurance companies, financing companies, and corporations with more than 40% foreign equity in certain sectors have specific minimum capitalization requirements set by their regulatory agencies.

The GIS is an annual SEC report filed within 30 days of the annual stockholders' meeting (or annual members' meeting for non-stock corporations). It updates the SEC on the corporation's current officers, directors, authorized capital, paid-up capital, and principal stockholders. Failure to file results in monetary penalties of ₱10,000 per month and can eventually lead to revocation of the certificate of incorporation.

Under the Revised Corporation Code, shareholder disputes that arise from the corporation's operations, the enforcement of stockholder rights, or the terms of the articles of incorporation or by-laws are classified as intra-corporate disputes. These can be resolved through: (1) mediation/arbitration if stipulated in the by-laws or a shareholder agreement; (2) the SEC (for administrative matters); or (3) the Regional Trial Court (Commercial Court) for adversarial proceedings.

You are not legally required to hire a lawyer for business registration. However, errors in the Articles of Incorporation or By-Laws — such as improper restrictions on share transfer, inadequate governance provisions, or legally defective purpose clauses — are costly to correct after registration and can create disputes down the line. A CPA-Lawyer also ensures your corporate structure is tax-efficient from day one, not just legally compliant.

Starting a business or facing a corporate issue?

Our CPA-Lawyers handle SEC registration, annual compliance, shareholder disputes, and corporate transactions across the Philippines.

Book a Consultation — ₱1,000 Send Us a Message
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