Legal Structure: Buying a Corporation vs. a Single Proprietorship

Legal Structure: Buying a Corporation vs. a Single Proprietorship

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Kiran Bibi Broker Asked 1 month ago
What are the tax and liability implications for a buyer acquiring a Philippine business structured as a Corporation versus a Single Proprietorship?
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3 Answers

Acquiring a Philippine corporation limits the buyer’s personal liability to the investment and involves corporate income tax, while a single proprietorship exposes the owner to full personal liability and taxes are paid at the individual rate. Corporations also allow easier transfer of ownership, unlike proprietorships, which require re-registration.
N Answered by Neil Walter | 1 month ago
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When buying a business in the Philippines, the structure makes a big difference and it really affects both your pocket and your peace of mind. Acquiring a Corporation generally means limited liability for the buyer, so personal assets are mostly protected, and the company itself pays corporate taxes. A Single Proprietorship, however, offers no such shield the owner (and now the buyer) is personally liable for all debts and obligations, and income is taxed as personal income, which can be heavier depending on earnings. Choosing the right structure upfront can feel like a safety net versus walking a tightrope it affects risk, taxes, and how confidently you can grow the business without constantly looking over your shoulder.
M Answered by M.Arham | 3 weeks ago
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Acquiring a Philippine Corporation limits personal liability to your investment and allows structured tax planning, but the transaction often involves share transfers and corporate taxes. A Single Proprietorship exposes you to unlimited personal liability, and profits are taxed directly as personal income, making transfers more complex. The choice balances risk protection, tax efficiency, and ease of ownership transfer.
K Answered by Kamran Ali | 2 weeks ago
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