Corporation Joint Accounts

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Corporation, Joint Venture, Joint Stock Companies, Joint

Accounts
CORPORATION DEFINED
● Section 2 of RA 11232 - The Revised Corporation Code of the Philippines
○ A Corporation is “an artificial being created by operation of law, having the right of succession
and the powers, attributes, and properties expressly authorized by law or incident to its
existence.”
● The Tax Code, as amended under CREATE Act
○ The term “corporation” shall include
■ One-person-corporations
■ Partnership
■ Joint Stock Companies
■ Joint Accounts
■ Associations or insurance companies
■ Mutual Fund Companies
■ Regional operating headquarters of multifunctional corporations
Excluded in the definition of Corporation (for tax purposes):

➢ General Professional Partnership (GPP) ➢ Joint Venture or Consortium


○ A partnership formed by persons for the ○ Formed for the purpose of undertaking
sole purpose of exercising their common construction projects pursuant to
profession, no part of the income of Presidential Decree (PD) No. 929 to assist
which is derived from engaging in any local contractors in achieving
trade or business. competitiveness with foreign contractors
by pooling their resources in undertaking
big construction projects.
○ A joint venture or consortium for
engaging in petroleum and other energy
operations pursuant to an operating
consortium agreement under a service
contract with the government.
JOINT VENTURE OR CONSORTIUM
● A commercial undertaking by two or more persons, differing from a
partnership in that it relates to the disposition of a single lot of goods or
the completion of a single project.
● It is a taxable corporation but under Section 3 of RR 10-2012, there are
two types of tax exempt joint ventures.
TYPES OF TAX EXEMPT JOINT VENTURES
➢ Under the Section 22 of the Tax Code ➢ Foreign contractors
provides: ○ May also be treated as a non-taxable
○ The joint venture was formed for the corporation provided:
purpose of undertaking a construction ■ The member foreign contractor is
project. covered by a special license as
○ Should involve joining/pooling of contractor by the PCAB
resources by licensed local contacts. ■ The construction project is
○ The local contractors are engaged in certified by the appropriate
construction business. Tendering Agency that the project
○ The Joint Venture itself must likewise be is a foreign financed or
duly licensed as such by he PCAB of the internationally funded and that
Department of Trade and Industry. international bidding is allowed
under the Bilateral Agreement.
JOINT STOCK COMPANIES and JOINT ACCOUNTS

● Joint Stock Companies ● Joint Accounts


○ Constituted when a group of individuals ○ Constituted when one interests himself
acting jointly, establish and operate in the business of another by
business enterprise under an artificial contributing capital thereto, and sharing
name, with an invested capital divided in the profits and losses in the
into transferable shares, an elected proportion agreed upon.
board of directors, and other corporate
characteristics, but operating without
formal government authority.

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