Business documents in the Philippines

Corporations — including the one person corporation (OPC) introduced by the Revised Corporation Code (Republic Act No. 11232) — and partnerships register with the SEC online through eSPARC or the OneSEC portal. The filing includes the articles of incorporation or partnership, bylaws for regular corporations, and the incorporators’ details. Under SEC Memorandum Circular No. 23, series of 2023, new registrants are automatically enrolled in eFAST, the SEC’s electronic filing system, and must keep an official email address and mobile number on record for SEC notices.

A corporation then files its General Information Sheet (GIS) and audited financial statements through eFAST and keeps minutes, board resolutions and secretary’s certificates, which banks ask for constantly. Sole proprietors instead register a business name with the DTI through its Business Name Registration System (BNRS).

Every business, whatever its form, then needs a barangay clearance and a mayor’s (business) permit from the city or municipality, followed by BIR registration at the RDO with jurisdiction over the business address. BIR registration produces the Certificate of Registration (BIR Form 2303), which must be displayed at the place of business together with the BIR notice reminding customers that an invoice must be issued.

The EOPT Act and Revenue Regulations No. 7-2024 replaced the old split between sales invoices (for goods) and official receipts (for services). Since April 27, 2024, a VAT-registered business issues an invoice for every sale, barter, exchange or lease, whether goods or services, and VAT on services is now based on gross sales rather than gross receipts. Issuing an official receipt as the primary document is treated as failing to issue an invoice. Official receipts may still be issued as supplementary documents when payment is collected, but they cannot support an input VAT claim.

Under Section 113 of the Tax Code as amended and RR 7-2024, a VAT invoice must state that the seller is VAT-registered, followed by its TIN with branch code; show the total amount payable with VAT shown as a separate item; and show the date, quantity, unit cost and description of goods or the nature of the service. If a sale is ₱1,000 or more and the buyer is VAT-registered, the buyer’s name, address and TIN must appear. Exempt and zero-rated sales must be labeled “VAT-exempt sale” or “zero-rated sale,” and mixed sales broken down. The EOPT Act dropped the old “business style” requirement.

A business crosses into VAT when gross sales exceed ₱3,000,000 in a 12-month period. Below that, most businesses pay 3% percentage tax under Section 116 instead of VAT and issue non-VAT invoices; non-VAT sellers must issue an invoice for sales of ₱500 or more or whenever the buyer asks. A non-VAT business that issues an invoice showing VAT becomes liable for that VAT plus a surcharge, so templates matter.

Manual invoices are printed by a BIR-accredited printer under an Authority to Print (ATP); invoices from a computerized accounting system (CAS), POS or invoicing software require BIR registration. Under RR 11-2025 as amended by RR 26-2025 and RMC No. 98-2026, taxpayers engaged in e-commerce, those under the Large Taxpayers Service, and businesses using CAS or invoicing software must issue electronic invoices by December 31, 2026; micro taxpayers are excluded, and exporters and POS users follow later under separate rules.

In Philippine B2B practice, a sale usually starts with a quotation — often a request for quotation answered with prices, VAT treatment, delivery lead time and payment terms such as 30 days PDC (post-dated check). Larger buyers then issue a purchase order, and goods move with a delivery receipt (DR) that the buyer’s receiving clerk signs and stamps. Government agencies buy through procurement rules that require formal bids and their own document formats.

Billing statements and statements of account help collections but are not invoices for tax purposes; after EOPT the invoice is issued at the time of sale, and a collection or acknowledgement receipt can follow when you are paid.

Returns, rebates and price adjustments are documented with credit memos or debit memos that reference the original invoice. Corporate buyers also deduct expanded withholding tax from payments to suppliers and give you BIR Form 2307, which you need to claim the credit — keep these with the matching invoices.

Philippine employers typically issue a job offer, then an employment contract that states the employment status (probationary, regular, project-based or fixed-term), position, compensation, working hours and benefits. Probationary employees must be told the standards for regularization at the time of engagement, so put those standards in writing. Payslips showing basic pay, overtime, deductions and contributions are standard, and the 13th month pay under Presidential Decree No. 851 must be paid to rank-and-file employees by December 24.

Every employer registers with and remits to three agencies. SSS contributions rose to 15% of monthly salary credit on January 1, 2025 — 10% from the employer and 5% from the employee, on a monthly salary credit between ₱5,000 and ₱35,000 — completing the schedule under the Social Security Act of 2018 (RA 11199). PhilHealth premiums and Pag-IBIG (HDMF) savings are also shared between employer and employee at rates set by each agency; check their current contribution tables before running payroll.

When employment ends, DOLE Labor Advisory No. 06, series of 2020, requires final pay to be released within 30 days from separation, and a Certificate of Employment (COE) to be issued within three days of the employee’s request. Disciplinary action follows the twin-notice rule — a notice to explain, a chance to be heard, then a notice of decision — so warning letters and memos should be clear and dated.

Service agreements, NDAs, supply and distribution contracts and memoranda of agreement (MOAs) are widely used, almost always in English. Philippine practice leans heavily on notarization: many companies have contracts, secretary’s certificates and affidavits acknowledged before a notary public so they become public documents that are easier to enforce and are accepted by banks and government offices.

Some documents attract documentary stamp tax (DST) under the Tax Code — loan agreements, leases, share issuances and certain other instruments — so check whether your agreement is covered before signing. Electronic documents and electronic signatures are recognized under the Electronic Commerce Act (Republic Act No. 8792), which is why e-signed NDAs and service agreements are now common, though notarized originals may still be requested for government or bank use.

Importers and customs brokers must be accredited by the Bureau of Customs (BOC). Import entries are lodged electronically through the BOC’s E2M system, and shipments are routed to green, yellow or red lanes based on risk. Permits from other regulators — such as for food, drugs or agricultural goods — are applied for separately.

Every import file needs a commercial invoice or other proof of payment, a bill of lading or airway bill, a packing list and a notarized supplemental declaration on valuation (SDV), plus any permits and, where a free trade agreement rate is claimed, a certificate of origin. For exports, the BOC issues non-preferential certificates of origin and customs-issued preferential certificates for trade agreements, and ASEAN partners exchange e-certificates through the ASEAN Single Window via the Philippine National Single Window.

Businesses register their books of accounts — manual, loose-leaf or computerized — with the BIR. Under the EOPT Act, books and accounting records must be preserved for five years, counted from the day after the return’s filing deadline or from the actual filing date if filed late, and kept longer while a protest or refund claim is pending.

English is the language of business documents throughout the Philippines, with Filipino used alongside it in some HR and consumer-facing materials. Invoices are normally in pesos; if you invoice in a foreign currency, show the peso equivalent where the BIR requires it and keep the exchange rate used.