Corporate Law

Posts focused on Corporate Law in the Philippines

Thin Capitalization Rules in the Philippines

Philippine thin capitalization audit risks: BIR scrutiny of intercompany loans, transfer pricing, and interest expense deduction disallowance.

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Withholding Taxes on Interest Paid to Offshore Parent Entities (Philippines)

Guide to Philippine withholding tax on intercompany loan interest: default 20% rate, treaty reductions, documentation, and common compliance risks.

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Resolving Board Deadlocks: Writing Tie-Breaker Clauses for 50-50 Joint Ventures in the Philippines

Guide to board deadlock solutions in 50-50 joint ventures in the Philippines, covering tie-breaker clause drafting, escalation, and exit options.

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Debt-to-Equity Swaps: The Legal Process of Converting Parent Loans into Philippine Subsidiary Shares

Legal guide to debt-to-equity swap deals in the Philippines: intercompany loan capitalization, SEC amendment steps, and foreign ownership limits.

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BSRD Registration for Dividends: Getting BSP Approval for Repatriation of Profits

Guide to BSP registration for dividend remittance: documents, process planning, and FX sourcing via Philippine banks for lawful profit repatriation.

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Re-domiciliation of Foreign Companies: The Legal Realities of Moving an Offshore Business to the Philippines

Re-domiciliation rules in the Philippines: SEC treatment, foreign corporation license issues, and how SEC amendment filings support continuity of the same entity.

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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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