Duties of Company Directors in the Philippines

Updated on Tuesday 30th October 2018

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Foreign investors interested in starting a business in the Philippines are required to comply with various requirements. Among these, depositing a specific amount as a share capital, having a legal address for the business and certain company management requirements.

Among the most important requisites covered by the Corporate Law are those related to the appointment of Philippines company directors and their duties.

Our Philippines company formation consultants explain the duties and rights of company directors. They can also assist with the registration of a business in the Philippines.

The appointment of company directors in the Philippines

Those who want to open a company in the Philippines must take into account the following requirements when appointing company directors:
  •           a local company must have at least 5 directors and a maximum number of 15 directors;
  •           all directors must be at least 18 of age and must have clean criminal records;
  •           each director must also own at least 1 share in the Philippines company;
  •           the duties and obligations of the directors will be written in the company’s bylaws.

It is also important to know that in the case of foreign investors setting up businesses in this country, the majority of the directors must be Filipino residents.

The names of the directors must appear in the Securities and Exchange Commission’s records. These will be registered upon company formation in the Philippines.

What are the duties and responsibilities of company directors in the Philippines?

The directors of a company in the Philippines must be organized as a Board of Directors who will have the following responsibilities:
  •           they must act in good faith and only in the interest of the company;
  •           they must organize and attend the meetings of the company – board meeting and annual general meetings;
  •           they must monitor the company’s activities and make sure the business complies with the requirements imposed in its bylaws and the Corporate Code;
  •           they must appoint the other corporate officers, such as the company secretary and the financial director.

The Board of Directors will respond directly to the Philippine company’s directors.

For more information on the requirements imposed on foreign investors interested in opening companies here, please contact our company registration agents in the Philippines.