Cancellation of business registration
 When closing a business in the Philippines, we
have to formally close the business in the
government agencies where it is registered. We
have to notify those offices and comply with
their requirements to get a clearance or
certificate of termination (cancellation of
registration) of our business. Thus, a business
owner has to ensure that his or her business is
cleared in every government agency it is
registered
 Do we still need to inform DTI when we close
our business?
 Department of Trade and Industry (DTI)
Yes, you have to apply for cancellation of your
registered business name (BN).
 What are the requirements for Voluntary
Cancellation (by the Sole Proprietor)?
 Letter request signed by the owner
 Affidavit of cancellation of the registered BN,
stating the reason/s for the cancellation and
that the registered owner has no outstanding
financial obligation at the time of closure of
establishment
 Original copy of the BN certificate and the
duplicate copy of the application form (affidavit
of loss if either the business name certificate
and/or the duplicate copy of the application
form was lost)
 What are the requirements for Voluntary
Cancellation (by the Corporation/Partners)?
If dissolved at the Securities and Exchange Commission
(SEC),
 Letter request signed by the authorized
signatory (Board Resolution for the authorized
signatory)
 Certified photocopy of the SEC certificates of
dissolution of the corporation/partnership
 Original copy of the business name certificate of
registration and the duplicate copy of the
application form. (Affidavit of loss if either the
business name certificate and/or the duplicate
copy of the application form was lost)
 If BN Registration Only
Corporate Name:
 Letter request signed by the authorized
signatory (Board Resolution for the authorized
signatory)
 Board resolution/partnership agreement for the
cancellation of the registered business name
stating that the Corporation/Partnership is
retiring from business; surrendering the
business name certificate for cancellation and
that at the time of closure of establishment the
business has no outstanding financial
obligation, or a certified copy of the Certificate
of Dissolution (if applicable)
 Original copy of the business name certificate
and the duplicate copy of the application form
(Affidavit of loss if either the business name
certificate and/or the duplicate copy of the
application form was lost)
 Adopted Name:
 Letter request signed by the authorized
signatory (Board Resolution for the authorized
signatory)
 Board Resolution/Partnership agreement for
the cancellation of the registered business
name, stating the reason/s for the cancellation
that the corporation/partnership has no
outstanding financial obligation at the time of
closure in connection with the operation of the
said business and if there were creditors copy of
notice to them
 Original copy of the business name certificate
and the duplicate copy of the application form
(Affidavit of loss if either the business name
certificate and/or the duplicate copy of the
application form was lost)
 Local Gov’t – City Hall
Procedures on closing a business may vary between
LGUs.
General Requirements:
 Mayor's Permit
 Financial Statement/ ITR
 Sketch
 Latest Payment
 Closing a business at DOLE
 If your business has employees or was required
to be registered with the DOLE, you also have to
ensure that you notify the DOLE office and
comply with the labor requirements to avoid
labor relation liabilities. The following are the
 basic requirements in closing a business and be
cleared at the DOLE office:
• Service of a written notice to the employees and the
DOLE at least one (1) month before the intended date
of closure/cessation
• The closure or cessation of business operations is
bona fide in character.
• Payment to the employees of termination pay
amounting to at least one-half (1/2) month pay for
every year of service, or one (1) month pay whichever is
higher, per Philippine Labor Code mandate.
 Closing a business at the BIR
 The process of business cessation at the BIR is
perhaps the most tedious one among others.
And if you have unpaid tax liabilities or
delinquencies due to the government, the
process could even get more problematic.
Among the government offices, where your
business is registered, the BIR is the one which
records and monitors your internal revenue
taxes, such as income and business taxes (Value
Added Tax or Percentage Tax). And to formally
close and clear your business with the BIR, the
bureau has to ensure that you have already
paid all your tax obligations.
 BIR Form 1905 (Application for Registration
Information Update) is the tax form used in
applying for closure of a business. The following
are the requirements and procedures for
closure of business at the BIR.
 Documentary Requirements
registration cancellation from other
government offices, if applicable. Thus, even
though the business is already non-operating, it
still remains as a registered business. Though,
the business owners, partners, or shareholders
can already start the liquidation process of its
assets, subject to applicable taxes.
 For corporations, corporate dissolution can be
voluntary or involuntary. In this discussion, we
assume that we are voluntarily dissolving a
corporation. Moreover, voluntary dissolution of
a corporation may have different procedures,
depending on whether the dissolution will
affect creditors or not. One way to voluntarily
dissolve a corporation with the SEC is by
shortening its corporate term. The following are
the requirements for corporate dissolution by
shortening its term.
Secreatry’s Cert. To Open Bank Account
 Valid Resolution by the BOD
 Notarized

1) Letter of request stating reason for termination of

business
2) Original Certificate of Registration
3) Books of Accounts
4) Inventory List of Unused Receipts and Invoices
5) Unused Receipts and Invoices for cancellation
6) Board Resolution / Notice of Dissolution (if
Corporation / Partnership)
 Additional Requirements in Case of Death of
Individual Taxpayer:
1) Death Certificate
2) Payment of Estate Tax, if any
 Closing a business at SEC
 For corporations and partnerships, they cannot
process closure of business with the SEC if they
are not yet done in securing tax clearance from
the BIR and endorsements or certificate of