Corporate Compliance · Company Closure

Company closure in the Philippines

A clean exit. We take your corporation through dissolution and deregistration so no obligations or penalties are left behind.

Overview

Closing properly, not just stopping

Closing a Philippine corporation involves more than stopping operations. The SEC has to approve the dissolution, the BIR has to close the tax registration, local governments have to retire the business permits, and employer registrations have to be closed. Skipped steps leave the company legally alive, still accruing obligations and penalties.

Where no creditors are affected, voluntary dissolution requires a majority vote of the board and approval by stockholders owning a majority of the outstanding capital stock. Where creditors are affected, the corporation petitions the SEC and the stockholder approval required rises to two-thirds. The BIR closure, which usually includes a review of the company’s tax position, is typically the longest part of the process.

What we handle

Closure, handled end to end

Every registration closed in the right order.

Closure planning

Liabilities, employees, contracts and assets reviewed before filing.

SEC dissolution

Resolutions and the dissolution filing prepared and followed through.

BIR closure

Tax registration closed and the BIR's review managed.

Permits and agency deregistration

Business permits retired and employer registrations closed.

How it works

How closure works

Sequenced to close every obligation.

1

Assessment

Obligations, creditors and records reviewed to confirm the route.

2

Approvals

Board and stockholder approvals documented.

3

Agency closures

BIR, LGU and employer registrations closed in the right order.

4

SEC dissolution

The dissolution completed and the final record handed to you.

Estimated timeline

Within 6 months from completion of documents

Timelines are estimates and depend on complete documents and government agency processing.

Why close your company with ILA

Nothing left open

Every registration closed so no penalties follow you.

Right route

The dissolution path matched to your creditor position.

Realistic expectations

Honest guidance on the BIR stage from the start.

Frequently asked questions

Closure questions, answered

Typically within 6 months from the completion of documents. The BIR stage, which usually involves a review of the company’s tax position, is the main variable, and we confirm the outlook once we have seen your records.

No. An unfiled company remains registered, keeps accruing penalties and can be placed under delinquent status. Revocation is not a clean exit, and proper dissolution protects the owners and officers.

After dissolution, the corporation continues for three years for the purpose of winding up: settling liabilities and distributing any remaining assets to stockholders.

Ready to close your Philippine company?

Book a free consultation and we will map a clean closure for your company.