Executive summary (the short answer)

Yes—Philippine sister companies may share one office address. It’s common and perfectly lawful if each entity separately complies with (1) SEC requirements on the “principal office address” and corporate records, (2) BIR registration and tax-mapping rules, and (3) local government permits and zoning/occupancy standards. The practical risks are mostly administrative: wrong or outdated addresses on filings, inadequate proof of right-to-use the premises, unclear sharing of costs, and muddled mail/service of process. All of these are solvable with clean paperwork and disciplined updates.

Why this is allowed

No prohibition in law bars related entities from being co-located. Philippine law treats each corporation as a separate juridical person; where they sit is a matter of lease/ownership and regulatory disclosures, not corporate kinship.
Regulators primarily care that: (a) the address is true, specific, and serviceable (can reliably receive notices), and (b) each company keeps its own registrations, permits, books, and receipts in order.

SEC (Securities and Exchange Commission)

1) Principal office address in the Articles & GIS

The principal office address appears in the Articles of Incorporation (AOI) and the General Information Sheet (GIS).
It must be sufficiently specific (e.g., unit/floor, building, street, barangay, city/municipality, province/region, postal code).
Multiple sister companies can list the same principal office, provided the description is accurate.

2) Changing addresses

A change of principal office to another city/municipality generally requires AOI amendment and corresponding filings/fees.
A move within the same city/municipality is typically handled by notifying the SEC through updated corporate reports (e.g., GIS/other notice forms) without amending the AOI.
Best practice: update all places where the address appears—AOI (if required), GIS, secretary’s certificate templates, letterheads, contracts, websites, and regulatory profiles.

3) Shared premises, separate corporate identity

Keep distinct corporate seals, stock/transfer books, board minutes, and corporate records—even if stored in one physical filing room.
Maintain clear reception and signage so deliveries and service of summons reliably reach the correct entity.
If a regulated line of business needs a secondary license (e.g., lending/financing, investment house, securities brokers), verify whether the license ties you to a specific office layout or exclusive suite; some sectors are stricter about inspection-ready premises.

BIR (Bureau of Internal Revenue)

1) Registration at the correct RDO and tax mapping

Each corporation must register with the BIR (own TIN, BIR Form 1903) and be mapped to the appropriate Revenue District Office (RDO) for the shared address.
The BIR conducts tax mapping/ocular visits. Co-located sister companies should each display:
- BIR Certificate of Registration (COR/2303),
- “Ask for Receipt” notice (if applicable),
- Books of accounts and invoices/official receipts bearing that entity’s correct name, TIN, and registered address.

2) Updating a change of address

If you move, file BIR Form 1905 (and, where applicable, an RDO transfer) and update:
- COR, ATP/Printer profile, printed receipts/invoices, books, and e-invoicing profiles (if enrolled).
PO Boxes are not acceptable as the registered business address. The BIR expects a serviceable physical location.

3) Using co-working or “virtual” offices

Co-working/shared spaces are acceptable if you can prove right-to-use (lease, service agreement, or sublease) and the site is inspectable and reachable for mail and tax mapping.
If space is “virtual” only, ensure the arrangement still allows document storage, mail reception, and inspection when required.

4) Rent and cost-sharing (tax effects)

If one sister company pays the building lessor and re-bills others for their share, treat the recharge properly:
- Document a cost-sharing or facilities-sharing agreement.
- Determine whether the recharge is a pure pass-through (agency/flow-through) or a taxable service (with VAT/percentage tax and withholding implications).
- Apply Creditable Withholding Tax (CWT) on rentals at the applicable rate when paying the lessor; if there is a re-billing that is not a pure pass-through, additional VAT/CWT mechanics may arise.
For deductibility, expenses must be ordinary, necessary, and substantiated (official receipts, valid lease, ORs for recharges, and clear allocation bases).

Local Government (City/Municipality + Barangay)

1) Business permits and occupancy

Each entity needs its own Barangay Clearance and Mayor’s/Business Permit, even if sharing the same unit.
Check zoning, occupancy permits, and building administration rules; some buildings or LGUs require lessor consent to multiple tenants in one suite or require a sublease.

2) Signage and inspection readiness

Post company name and permits at the site. Shared suites should have distinct door or reception listings.
Maintain fire safety and OSHA compliance; where facilities are shared, put in writing who is responsible for safety equipment, drills, and housekeeping.

Leasing & real-estate documentation

1) Paper the right-to-use

Direct lease for each company, or
Master lease + subleases/service agreements among sisters (with the lessor’s written consent), or
Co-tenancy if the lessor allows it.
Contracts should identify exclusive vs shared areas, allocation of rent and common charges, fit-out rights, utility metering or apportionment, and signage.

2) Mail and service of process

Provide mailroom instructions identifying all entities at the door/reception.
Designate a process agent (internally) to log deliveries and summons addressed to each company.

Intercompany governance, accounting, and tax integrity

1) Facilities-sharing agreement (simple checklist)

Parties and corporate details of each sister company
Premises description (unit/floor/building; capacity/desk count)
Scope: reception, pantry, meeting rooms, storage, internet, IT/security
Cost allocation basis: e.g., floor area, headcount, actual usage, or hybrid
Recharge mechanics: timing, documents (debit notes/ORs), VAT/CWT treatment
Records & audit: retention, inspection rights
Data security & confidentiality: especially if regulated data is processed
Duration/termination and handling upon move-out
Building consent and LGU/BIR compliance representation

2) Transfer pricing & related-party reporting

If recharges create service income for one entity, maintain transfer pricing documentation showing the arm’s-length nature of allocations.
Disclose related-party transactions in AFS notes and Annual ITR schedules, and keep intercompany agreements on file for audit.

Special situations

Home office arrangements: harder to share formally (zoning, residential use restrictions). Prefer a commercial address for both.
Regulated industries (e.g., lending/financing, insurance intermediation, money service businesses): confirm whether the regulator expects dedicated client-facing space, privacy partitions, or separate vaults/records rooms.
PEZA/BOI-registered activities: zone rules may limit co-location with non-registered activities; check park admin rules and separate entry/exit controls if required.
Document retention: even if you digitize, store originals (receipts, contracts) in a way that each entity can produce its own records promptly.

Practical compliance checklist (print-ready)

Before move-in / co-location

Confirm lease/sublease/consent allows multiple entities at the same suite.
Map the exact address string (Unit/Floor/Building/Street/Barangay/City/Province/ZIP) for uniform use across all filings.
Draft and sign a Facilities-Sharing/Cost-Sharing Agreement.
Prepare signage and reception lists for all entities.

SEC 5. Ensure the AOI shows the correct city/municipality; if moving cities, plan an AOI amendment. 6. File an updated GIS/notice reflecting the precise principal office address. 7. Keep separate corporate records on site (or easily retrievable).

BIR 8. Register each entity with the correct RDO; secure/refresh COR (2303). 9. For address changes, file BIR Form 1905 (and RDO transfer if applicable). 10. Update ATP and printed receipts/invoices to the correct address. 11. Prepare for tax mapping; display permits and books of accounts for each entity.

LGU 12. Obtain Barangay Clearances and Mayor’s/Business Permits for each entity at the shared site. 13. Check occupancy, fire safety, and signage rules; schedule inspections if needed.

Ongoing 14. Keep mail logs and designate a process agent per entity. 15. Issue and keep intercompany recharge documents (ORs/debit notes), apply VAT/CWT properly, and reconcile quarterly. 16. Update address consistently in contracts, websites, letterheads, and banks. 17. Review annually that GIS, AFS, ITR, and related-party disclosures match the address and intercompany flows.

Frequently asked questions

Q1: Can two sister companies list the same “principal office address” with the SEC? Yes. Accuracy and specificity matter more than exclusivity. Keep filings updated.

Q2: Do we need separate BIR registrations? Yes. Each corporation must have its own TIN, COR (2303), books, and receipts tied to the shared address.

Q3: What if one company is the only signatory to the building lease? Use a sublease or facilities-sharing agreement (with lessor consent) and proper re-billing so the other entity’s occupancy and expense deductibility are defensible.

Q4: Are co-working addresses acceptable? Generally yes, if the arrangement supports inspection, mail, and document storage, and if BIR and LGU requirements are met (some RDOs/LGUs scrutinize “virtual-only” setups).

Q5: Do recharges between sisters need VAT/withholding? Often yes, unless structured as a pure pass-through/agency that meets strict criteria. When in doubt, treat as a taxable service and apply the applicable VAT/CWT and documentation.

Q6: If we move within the same city, must we amend the Articles? Typically no; you notify via corporate reports (e.g., GIS) and update BIR/LGU. Moving to a different city/municipality usually requires AOI amendment.

Model clauses (samples you can adapt)

Facilities-Sharing Clause (excerpt) “Lessor: [Building Owner]. Master Occupant: [Sister A]. Co-Occupant: [Sister B]. The Parties agree that Co-Occupant may use the Premises located at Unit [__], [Floor], [Building], [Street], [Barangay], [City], [Province], [ZIP]. Shared facilities include reception, meeting rooms, pantry, restrooms, and network infrastructure. Costs for rent, association dues, utilities, and janitorial shall be allocated [basis: floor area/headcount/hybrid], invoiced monthly by [Sister A] to [Sister B] with applicable VAT/CWT. The Parties shall maintain separate legal identities, records, and signage. This Agreement is subject to the Building’s consent and compliance with SEC, BIR, and LGU requirements.”

Mail & Process Service Clause (excerpt) “The Parties shall maintain distinct signage at the Premises and reception instructions enabling correct routing of mail and service of legal process to each Party. Each Party appoints a Process Liaison to acknowledge receipt and maintain a mail log.”

Common pitfalls (and how to avoid them)

Vague address in GIS/receipts → use full Unit/Floor/Building/Street/Barangay/City format everywhere.
Unfiled address changes → calendar compliance dates; align SEC, BIR (1905/RDO), LGU updates.
Single lease, no sublease → execute sublease/consent to support occupancy and deductions.
Improper recharges → formalize allocation and tax treatment; keep ORs/debit notes.
Confused service of summons → reception signage and mail logs.
Books and permits mixed up → separate binders/cabinets per entity, labeled by name and TIN.

Bottom line

Co-location is fine for Philippine sister companies. Treat each company as a fully separate registrant and keep filings, permits, and records precise and synchronized. Put the sharing mechanics (space, costs, tax) in writing, update addresses promptly across SEC–BIR–LGU, and make inspections and mail handling bullet-proof. That combination delivers the convenience of one office without the compliance headaches.