Corporate Law Services, Incorporation and Business Registration, Mergers and Acquisitions

Posts focused on Corporate Law Services, Incorporation and Business Registration, Mergers and Acquisitions in the Philippines

Derivative Suits by Foreign Parent Companies: Holding Local Directors Accountable for Mismanagement (Philippines)

Philippine derivative suits by foreign parent companies: strict requisites, board-demand futility, corporate injury, and filing before Special Commercial Courts.

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Unincorporated vs. Incorporated Joint Ventures: Exploring Legal Setups for Foreign Infrastructure Builders in Philippine Public Works

Compare unincorporated consortium vs incorporated corporation for foreign builders in PH public works: Section 22(B) NIRC, PCAB rules, tax and liability.

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Using Preferred Shares for Foreign Control: Protecting Your Capital Inside the 40% Equity Cap (Philippine Law Guide)

Guide to using non-voting preferred shares under the foreign ownership cap, applying Gamboa v. Teves and SEC rules to protect investor capital.

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The Successor Employer Doctrine in the Philippines

Successor employer doctrine in Philippine M&A: when mergers or takeovers carry over tenured employees, union/CBA duties, and DOLE/NLRC disputes.

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Asset Purchase vs. Share Purchase: Major Tax and Liability Differences in Cross-Border Deals in the Philippines

Asset purchase vs share purchase in Philippine cross-border deals: tax outcomes, hidden tax liabilities, merger characterization, and PCC notification basics.

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Holding Companies and Land Ownership: Strict Rules for Foreign Equity in Philippine Real Estate

Learn how foreign ownership of land limits shape a Philippine holding company, including the 60-40 rule, SEC guidance, and compliant structuring.

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Withdrawing an SEC License: The Hidden Realities of Closing a Foreign Branch Office in Manila

Learn the rules and timeline for withdrawing an SEC license when closing a foreign branch office, including BIR tax clearance, claims, and publication steps.

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Why Foreign Branches Need a Local Representative in the Philippines

Learn the resident agent requirement for foreign corporations in the Philippines, including service of summons rules, liabilities, and compliance steps.

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The Legal Danger for Foreign Corporations Operating Without an SEC Registration in the Philippines

Explains why an unlicensed foreign corporation doing business in the Philippines can be sued but may lose capacity to sue to collect debts.

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