How to File a Criminal Complaint Against a Business in the Philippines

Practical, end-to-end guidance on when and how to pursue criminal liability against companies and their officers under Philippine law.

1) Big picture: yes, businesses can face criminal cases

Who can be liable:
- Corporate officers/employees who personally committed or participated in the crime (e.g., fraud by a sales manager).
- “Responsible corporate officers” designated by law (common in special laws like consumer protection, food/drug, environmental, data privacy, intellectual property), even if they did not personally perform the act but had authority and responsibility to prevent it.
- The corporation itself may be indicted under special laws that allow corporate criminal liability (penalties are typically fines, not imprisonment).
What laws are commonly involved:
- Revised Penal Code (RPC): estafa (swindling), theft, falsification, malicious mischief, qualified theft, deceit, threats, unjust vexation, etc.
- Special laws: B.P. 22 (bouncing checks), Consumer Act (R.A. 7394), Data Privacy Act (R.A. 10173), E-Commerce Act (R.A. 8792), Intellectual Property Code (R.A. 8293), Food/Drug and device laws, Price Act, weights and measures, environmental, tax/customs, among others.
Criminal vs. Civil/Administrative: A single business act can spawn criminal, civil (damages), and administrative/regulatory cases. They are independent: filing one does not necessarily bar the others (subject to rules on forum shopping and litis pendens).

2) Before you file: confirm the crime

Match facts to elements. Every offense has elements (e.g., for estafa: deceit/abuse of confidence, and damage). Build your affidavit around those elements.
Collect evidence early.
- Documentary: contracts, receipts, emails, invoices, delivery logs, official receipts (OR), collection notes, bank slips, photographs, CCTV stills, call recordings (with proper legal basis), demand/notice letters, return-to-sender (RTS) envelopes, registry receipts.
- Digital/electronic: screenshots, emails, chat exports, website captures, metadata/hash values if available; keep original devices/files where possible. The Rules on Electronic Evidence allow electronic documents/printouts, provided authenticity is shown (through headers, logs, hashes, or testimony of the person who created/received/kept them).
- Witnesses: identify who saw/handled what; get sworn witness affidavits.
Identify proper respondents. Name the corporation (with SEC reg. no.) and the officers who acted, consented to, or tolerated the act (president, managing director, compliance head, plant manager, cashier, etc.). Obtain names from contracts, receipts, corporate website, or SEC General Information Sheet (GIS).
Check prescriptive periods. Most RPC offenses and special-law violations prescribe after specific periods (counted from the day the offense is discovered by the offended party or authorities, depending on the crime). File early to avoid prescription issues.
Demand/notice (if required). Some offenses (e.g., B.P. 22, certain estafa scenarios) require or are strengthened by written demand or notice of dishonor. Keep proof of service (registry receipts, affidavits of service).

3) Where to go and who handles what

Police or NBI (frontline intake):
- Police Station or NBI accepts complaints, takes a blotter, and may assist in gathering evidence. For warrantless arrests, inquest follows (see §6).
City/Provincial Prosecutor’s Office (Department of Justice):
- This is where you file an Affidavit-Complaint for preliminary investigation in the city/province where the crime occurred (venue of the criminal action is where the essential elements transpired).
Courts:
- Municipal/Metropolitan Trial Courts (MTC/MeTC) handle offenses punishable by lower penalties; Regional Trial Courts (RTC) hear graver offenses and many special laws. The Information (formal charge) is filed in court only after the prosecutor finds probable cause (unless the offense does not require PI—see below).
Barangay conciliation: Not required for criminal cases against corporations and generally inapplicable where at least one party is a juridical person or where the offense’s penalty exceeds the Katarungang Pambarangay thresholds.

4) Two procedural tracks

A) Regular filing (no arrest; most common)

Prepare the Affidavit-Complaint and annexes.
File with the Office of the City/Provincial Prosecutor where the crime occurred.
Prosecutor issues a subpoena to respondents with a copy of your affidavit and annexes.
Respondents file a Counter-Affidavit (usually within 10 days from receipt; extensions may be granted). You may be allowed a Reply, and they a Rejoinder.
Clarificatory hearing (optional) if the prosecutor needs to ask questions.
Resolution: Prosecutor determines probable cause.
- If dismissed: you may seek reconsideration or appeal via Petition for Review to the DOJ within the reglementary period (commonly 15 days from receipt of the resolution; attach records).
- If found sufficient: prosecutor files an Information in the proper court and applies for a warrant of arrest (if warranted).

B) Inquest (warrantless arrest)

If a company officer/employee is arrested without a warrant (caught in flagrante, hot pursuit, or escapee), inquest happens before a duty inquest prosecutor within the time limits for detention (commonly measured in hours depending on the offense classification).

Outcomes: filing in court, request for regular PI (release pending investigation), or release if arrest is illegal/insufficient.

5) Offenses that may be filed directly in court (no preliminary investigation)

If the maximum penalty is less than 4 years, 2 months and 1 day, PI is not required. You may file a Complaint-Affidavit directly with the MTC/MeTC, which can issue a subpoena and set the case for arraignment if probable cause exists. (Many special-law violations still go through prosecutors as a matter of practice; ask the clerk of court to confirm local practice.)

6) Drafting the Affidavit-Complaint (what “good” looks like)

Form & execution

Use your full name, address, and ID; execute the affidavit under oath before a prosecutor or notary (jurat). If executed abroad, use consularization or apostille as applicable.
Attach a government ID and proof of authority if signing for a company (board resolution, SPA).
Number paragraphs; attach exhibits as Annex “A,” “B,”… with labels and dates.

Substance

Parties: Identify the corporation (full registered name, address, SEC reg. no. if known) and individual officers/employees.
Jurisdiction & venue: State where the acts occurred and why venue lies there.
Narration of facts: Chronological, objective, tied to the elements of the offense; quote key words from documents and point to annexes.
Criminal intent/knowledge: Allege deceit, knowledge of insufficiency (checks), intentional falsification, unlawful acts, or negligent acts where the statute penalizes negligence.
Damage/impact: Monetary loss (attach computations), safety risk, data breach scope, reputational harm (as appropriate).
Prayer: Request the filing of Information, issuance of warrants, and recovery of civil liability ex delicto (restitution, moral/exemplary damages where appropriate, interest, costs).
Verification & signature with date and place.

Electronic evidence tips

Preserve original files and devices; export message logs with timestamps; keep email headers; for websites, capture full-page screenshots and keep server logs if you control them. If feasible, compute hash values (e.g., SHA-256) and state them in a Certification of Authenticity.

7) Naming corporate officers and using the “responsible officer” concept

You must link people to acts/omissions: who signed, authorized, approved, directed, tolerated, or failed to stop the violation despite duty/authority.
For special laws that deem “responsible officers” liable, identify titles (e.g., president, general manager, compliance officer) and allege their responsibility and knowledge.
For crimes that are inherently human (e.g., falsification, threats), charge the natural persons who acted; the company may still be charged if the special law provides so.

8) Venue, jurisdiction, and “which court?”

Venue: Where any essential element occurred (e.g., where a false representation was made/received; where a check was issued or dishonored; where goods were delivered/paid).
Jurisdiction of courts:
- MTC/MeTC: lower-penalty offenses; many special-law misdemeanors.
- RTC: graver felonies and higher-penalty special laws.
Corporate address vs. place of offense: Venue follows the place of commission, not the SEC-registered office address (unless an element occurred there).

9) After filing: what to expect

If case is filed in court:
- Warrant may issue against individual accused; corporations are served through their authorized officers/registered addresses.
- Arraignment (accused pleads), pre-trial, trial, and judgment follow.
- Civil liability ex delicto: The court can order restitution/indemnification and damages together with the criminal case unless waived or reserved.
Plea bargaining/settlement: Allowed in many offenses; a compromise does not extinguish criminal liability for public offenses, but full restitution often helps in estafa-type cases and may influence prosecutorial/judicial discretion as allowed by law.
Protection & evidence security: You may request subpoenas for records, protection of witnesses, and protective orders (e.g., to guard confidential data) where appropriate.

10) Parallel routes you might also consider

Regulatory complaints (may proceed alongside criminal filing):
- DTI / FDA / SEC / DOE / DENR / LGU / NTC / NPC (Privacy Commission) / IPOPHL depending on the conduct (unsafe product, price manipulation, corporate report violations, environmental breaches, spam/data breach, counterfeit goods).
- Agencies can inspect, seize, fine, suspend permits, and refer for criminal prosecution.
Civil action for breach of contract/torts to recover money or injunctive relief without waiting for the criminal case to finish (observe rules on forum shopping and reservation/waiver of civil action in the criminal case).

11) Practical timelines & costs (typical, not guarantees)

Police/NBI intake: same day.
Preliminary investigation: issuance of subpoena within weeks; parties’ filings over several weeks; resolution may take months depending on caseload.
Court proceedings: months to years, depending on complexity and docket.
Filing fees:
- With prosecutors: none for the criminal complaint.
- Direct filing in court (for offenses without PI): minimal docket fees; no filing fee for the criminal aspect, but damages claimed may attract civil docket fees (rules vary—ask the clerk of court).

12) Common pitfalls (and how to avoid them)

Affidavit lacks elements: Re-frame your story around the elements of the offense and point to annexes.
No proper notice/demand where required: serve written demand via registered mail/courier and keep receipts and tracking.
Wrong venue: File in the city/province where an element happened.
Naming only the company: Also name the officers who acted/consented/tolerated the offense; attach proof of roles.
Unverifiable digital evidence: Keep original files, headers, and export logs; avoid over-edited screenshots.
Prescription: Don’t delay; mark discovery dates and filing dates clearly.

13) Step-by-step checklist

Map the elements of the crime to your facts.
List and label evidence; secure originals; prepare electronic evidence certifications if possible.
Identify corporation + responsible officers (names, positions, addresses).
Prepare Affidavit-Complaint (clear, chronological, element-based) + witness affidavits.
Attach Annexes (contracts, ORs, emails/chats, notices, photos, logs, bank records, etc.).
File with Police/NBI (for blotter/help) and with the Prosecutor (or directly with court if no PI required).
Monitor subpoena, counter-affidavits, and deadlines; promptly reply when allowed.
If dismissed, file MR or DOJ Petition for Review on time.
If Information filed, prepare for court (witnesses, originals, evidence marking).
Consider parallel regulatory and civil routes as appropriate.

14) Sample Affidavit-Complaint template

REPUBLIC OF THE PHILIPPINES [City/Province] AFFIDAVIT-COMPLAINT

I, [Your Name], Filipino, of legal age, with address at [address], after having been duly sworn, state:

I am the [complainant / authorized representative of [Company], per SPA dated [date] attached as Annex “A”].

Respondent Corporation: [Full Corporate Name], with address at [address] and SEC Reg. No. [if known].

Individual Respondents: [Name], [position]; [Name], [position], all with address at [work address].

On [dates] in [city/province], respondents [clear, numbered facts tied to offense elements; cite Annexes].

The acts constitute [specific offense(s) and legal basis].

I suffered [state damage/impact; amount]. Computation is attached as Annex “__”.

Prayer: I respectfully request that after appropriate proceedings, an Information be filed against the respondents, and they be prosecuted and punished according to law, and that I be awarded [restitution/damages].

[Signature over printed name] Affiant

JURAT: Subscribed and sworn to before me this [date] in [place], affiant exhibiting [ID details].

15) Evidence index template (attach behind the affidavit)

Annex	Description	Date	Relevance (element)
A	Special Power of Attorney / Board Resolution	01/10/2025	Authority to file
B	Contract / Purchase Order	02/15/2025	Duty/representation
C	Demand Letter + Registry receipts	04/01/2025	Notice/knowledge
D	Email thread (headers included)	03/05/2025–03/20/2025	Deceit/assent
E	Bank return slip / Notice of dishonor	04/05/2025	Non-payment/knowledge
F	Screenshots/logs (with certification)	03/18/2025	Electronic act

16) Frequently asked questions

Do I need a lawyer? Not strictly to file a complaint, but counsel is strongly recommended for case strategy, element-based drafting, evidence authentication, and appeals.
Can we settle? Yes, but settlement does not automatically extinguish criminal liability; it may lead to desistance or affect penalties where law allows.
Can I sue in my city even if the business is elsewhere? Yes if an element occurred in your city (e.g., where you received the false representation or where the check was dishonored).
Will the corporation’s officers automatically be liable? No; you must allege and show how each officer is responsible under the statute or through participation/consent/tolerance.
What if the prosecutor dismisses my case? File a motion for reconsideration or DOJ petition for review within the deadline; attach all pertinent records.

17) Final notes

Keep everything dated, labeled, and organized.
Be accurate: avoid exaggeration, focus on verifiable facts.
Protect privacy and trade secrets—redact where necessary and ask the prosecutor for protective orders if sensitive data is involved.
Consider parallel agency complaints for quicker inspections/seizures while the criminal case is processed.

If you want, I can convert the templates above into fillable Word/PDF forms and tailor a checklist to your specific facts and target offense.