I. Introduction
Buying real estate in the Philippines is one of the most significant financial decisions a person can make. Whether the purchase involves a condominium unit, house and lot, subdivision lot, memorial lot, farm lot, commercial unit, or pre-selling property, the buyer’s first legal concern should be whether the developer, owner, broker, and project are legitimate.
A real estate developer may appear credible because of polished advertisements, model units, social media campaigns, celebrity endorsers, online listings, sales agents, or discounted reservation offers. However, legitimacy in Philippine real estate is not determined by marketing materials. It is determined by legal authority, government registration, land ownership or development rights, regulatory permits, licensing, documentary compliance, and the developer’s actual capacity to deliver the project.
This article discusses the principal legal and practical ways to verify whether a real estate developer in the Philippines is legitimate before paying any reservation fee, down payment, amortization, or purchase price.
II. Governing Legal Framework
Several Philippine laws and regulatory systems are relevant in verifying real estate developers and real estate projects. The most important include:
Presidential Decree No. 957, also known as the Subdivision and Condominium Buyers’ Protective Decree, which regulates the sale of subdivision lots and condominium units and protects buyers against fraudulent or unsound real estate practices.
Republic Act No. 9646, or the Real Estate Service Act of the Philippines, which regulates real estate brokers, salespersons, appraisers, consultants, and assessors.
The Revised Corporation Code, which governs corporations, including many real estate developers registered with the Securities and Exchange Commission.
The Civil Code of the Philippines, particularly provisions on contracts, sale, agency, obligations, damages, fraud, and rescission.
The Condominium Act, where condominium projects are involved.
The Property Registration Decree, which governs land registration and Torrens titles.
Local government regulations, including zoning, building permits, business permits, occupancy permits, locational clearances, and development permits.
Department of Human Settlements and Urban Development regulations, which currently cover many functions previously associated with the Housing and Land Use Regulatory Board.
A legitimate developer must generally comply not only with private law requirements but also with public regulatory requirements before selling or offering real estate projects to the public.
III. What Makes a Real Estate Developer “Legitimate”?
A legitimate developer is not merely a company with an office, website, advertisements, agents, or a project name. In the Philippine legal context, a legitimate developer should generally have:
A valid legal personality, such as a corporation, partnership, cooperative, sole proprietorship, or other registered entity.
Authority to own, develop, or sell the property, either as registered owner, joint venture partner, authorized developer, attorney-in-fact, or duly appointed seller.
A valid project registration, where required by law.
A License to Sell, where the project falls under laws requiring such license before public offering or sale.
Proper permits and clearances, including development permits, locational clearances, environmental permits where applicable, building permits, and local government approvals.
Licensed real estate professionals, if brokers or salespersons are involved.
Transparent contracts and payment documentation.
A verifiable physical address, corporate officers, project site, and track record.
The absence of any one of these does not automatically prove fraud in every case, but it is a serious warning sign that should be investigated before any payment is made.
IV. First Step: Verify the Developer’s Legal Existence
The buyer should first determine whether the developer is legally registered.
A. If the Developer Is a Corporation or Partnership
Many real estate developers in the Philippines operate as corporations. The buyer should verify the developer’s registration with the Securities and Exchange Commission.
Important details to check include:
- Corporate name;
- SEC registration number;
- Date of incorporation;
- Principal office address;
- Corporate status;
- Authorized business purposes;
- Names of directors, trustees, or officers;
- Whether the corporation is active, suspended, revoked, or dissolved.
A company may use a trade name or project name that differs from its registered corporate name. Buyers should identify the exact legal entity signing the contract. For example, the project may be marketed as “Green Heights Residences,” but the seller may be “ABC Land Development Corporation.” The contract should clearly identify the actual seller or developer.
B. If the Developer Is a Sole Proprietorship
If the seller is a sole proprietor, registration is usually with the Department of Trade and Industry. A DTI business name registration does not create a corporation and does not necessarily prove ownership of the property. It only shows registration of a business name. The buyer should still verify land title, authority to sell, permits, and tax documents.
C. If the Developer Is a Cooperative
If the developer or seller is a cooperative, registration may be with the Cooperative Development Authority. The buyer should verify whether the cooperative is authorized to engage in the transaction being offered.
D. Why Legal Existence Is Not Enough
Registration alone does not prove that the developer is authorized to sell a particular project. A registered corporation may still be selling a project without a License to Sell. A sole proprietor may have a valid business name but no authority over the land. A company may be legitimate in existence but unlawful in its sales activity.
Thus, legal existence is only the first layer of verification.
V. Verify the Project Registration and License to Sell
For subdivision and condominium projects, one of the most important documents is the License to Sell.
A. What Is a License to Sell?
A License to Sell is the regulatory authority granted to a developer or owner to sell subdivision lots, condominium units, or similar regulated real estate projects to the public. It is intended to protect buyers by ensuring that the project has passed certain legal, technical, and financial requirements.
Under Philippine real estate regulation, developers generally cannot legally sell, offer to sell, advertise, or collect payments for covered subdivision or condominium projects without the required registration and License to Sell.
B. Why the License to Sell Matters
The License to Sell helps establish that:
- The project has been registered with the housing and settlements regulator;
- The developer has submitted required project documents;
- The project has undergone regulatory review;
- The developer has authority to sell units or lots in the project;
- The government has recognized the project as legally marketable, subject to applicable terms.
A project without a License to Sell is a major red flag, especially if the developer is already collecting reservation fees, down payments, monthly amortizations, or other buyer payments.
C. What Buyers Should Check in the License to Sell
A buyer should ask for and verify:
- The License to Sell number;
- Date of issuance;
- Name of the developer or owner;
- Exact project name;
- Exact project location;
- Covered phase, tower, block, lot, unit, or area;
- Authorized number of lots or units;
- Whether the specific property being sold is covered;
- Whether the license is still valid or applicable;
- Whether the seller named in the contract is the same entity authorized under the license.
A common problem is when a developer presents a License to Sell for one phase, tower, or portion of a project while selling another phase that is not yet covered. Buyers should check whether the exact unit, block, lot, tower, or phase being purchased is included.
D. Reservation Before License to Sell
Some developers or agents may say that the buyer is merely paying a “reservation fee” and not yet buying the property. Buyers should be cautious. If the project legally requires a License to Sell, the collection of money from the public before proper authorization may expose buyers to risk. A “reservation agreement” can still be part of a selling activity.
VI. Verify the Developer With the Department of Human Settlements and Urban Development
The Department of Human Settlements and Urban Development, or DHSUD, is a key agency for housing and real estate development regulation. Buyers should verify whether:
- The developer is registered;
- The project is registered;
- A License to Sell has been issued;
- The project has pending complaints;
- The exact phase, block, lot, tower, or unit is covered by the license;
- The developer has prior violations or adverse records, if available.
Verification should not rely solely on photocopies or screenshots provided by the agent. A buyer should independently confirm with the appropriate DHSUD regional office or official verification channel.
VII. Verify the Land Title
A legitimate developer must have legal authority over the land. Buyers should verify the land title before purchasing.
A. Transfer Certificate of Title and Condominium Certificate of Title
For land, the relevant document is usually a Transfer Certificate of Title. For condominiums, the individual unit title is usually a Condominium Certificate of Title, although pre-selling condominium units may not yet have individual titles issued at the time of sale.
The buyer should check:
- Registered owner;
- Title number;
- Technical description;
- Location;
- Lot area;
- Encumbrances;
- Mortgages;
- Liens;
- Notices of lis pendens;
- Adverse claims;
- Restrictions on sale, transfer, or use.
B. Owner Must Match the Seller or Authority Must Be Shown
The registered owner of the land should either be the developer or must have authorized the developer to develop and sell the property.
If the developer is not the registered owner, the buyer should ask for documents such as:
- Joint venture agreement;
- Development agreement;
- Special power of attorney;
- Board resolution;
- Memorandum of agreement;
- Contract to sell between the owner and developer;
- Authority to sell;
- Secretary’s certificate, if a corporation is involved.
The buyer should examine whether the authority covers the specific property being sold and whether the person signing the buyer’s contract has authority to bind the owner or developer.
C. Certified True Copy From the Registry of Deeds
The buyer should obtain or inspect a recent certified true copy of the title from the appropriate Registry of Deeds. A photocopy from the seller is not enough. Titles can be outdated, cancelled, mortgaged, annotated, or subject to disputes.
D. Red Flags in Titles
The following are warning signs:
- Seller refuses to show the title;
- Title is in the name of a different person or entity with no clear authority shown;
- Title has adverse claims or pending litigation;
- Title is mortgaged and no disclosure is made;
- Property is agricultural land being marketed as residential without conversion or development approvals;
- Lot area or location does not match the advertised project;
- Property is covered by tax declaration only and no Torrens title is shown;
- Seller says the title will be “fixed later”;
- Buyer is asked to pay before being allowed to verify title documents.
VIII. Verify Local Government Permits and Clearances
Real estate development requires local government compliance. Depending on the project, buyers should ask about:
- Development permit;
- Locational clearance;
- Zoning certification;
- Building permit;
- Excavation permit, if applicable;
- Environmental compliance certificate or certificate of non-coverage, where applicable;
- Fire safety permits;
- Occupancy permit, for completed buildings;
- Business permit of the developer or sales office;
- Barangay clearance, where relevant.
A developer may be registered and may own land, but the project may still lack local approvals. This can delay turnover, cause redesign, trigger enforcement action, or prevent issuance of titles and occupancy permits.
IX. Verify the Broker and Salesperson
Many buyers deal not directly with corporate officers but with brokers, agents, or salespersons. Under Philippine law, real estate service practice is regulated.
A. Licensed Real Estate Broker
A real estate broker should generally be licensed by the Professional Regulation Commission and should have a valid professional identification card, unless exempted by law.
The buyer should ask for:
- Broker’s full name;
- PRC license number;
- Valid PRC identification card;
- Authority from the developer;
- Official accreditation with the project, if applicable.
B. Accredited Real Estate Salesperson
A real estate salesperson is not the same as a broker. A salesperson must generally be accredited under a licensed real estate broker and cannot independently practice as a broker.
The buyer should ask:
- Name of supervising broker;
- Broker’s PRC license number;
- Salesperson accreditation details;
- Written authority to market the project.
C. Why Agent Verification Matters
A scam may involve a legitimate project but an unauthorized agent. In such cases, the buyer may be induced to pay money to the wrong person or bank account. Buyers should never pay directly to an individual salesperson unless the developer has formally authorized that mode of payment and issues an official receipt.
X. Verify Payment Channels and Receipts
Legitimate developers normally have official payment systems.
Before paying, the buyer should confirm:
- Exact legal name of the payee;
- Official bank account name;
- Whether the account is under the developer, owner, or authorized collection entity;
- Whether official receipts will be issued;
- Whether payments are reflected in the buyer’s statement of account;
- Whether reservation fees are refundable or non-refundable;
- Whether taxes and charges are included;
- Whether payment terms match the written contract.
A. Avoid Personal Accounts
A strong red flag is a request to deposit or transfer money to the personal account of an agent, broker, manager, officer, or unrelated third party. Payments should generally be made to the developer or authorized seller, not to individuals.
B. Official Receipts
Buyers should insist on official receipts or valid acknowledgment receipts, depending on the nature of the payment. Receipts should state:
- Date of payment;
- Amount paid;
- Payor’s name;
- Project name;
- Unit, lot, block, tower, or account number;
- Purpose of payment;
- Developer or seller’s name;
- Receipt number;
- Authorized signature.
Screenshots, chat confirmations, and informal acknowledgments are not substitutes for proper receipts.
XI. Examine the Contract Carefully
The contract is one of the most important documents in verifying legitimacy.
Common real estate documents include:
- Reservation agreement;
- Contract to sell;
- Deed of absolute sale;
- Deed of restrictions;
- Master deed, for condominiums;
- Construction agreement;
- Financing agreement;
- Addendum to contract;
- Authority to sell;
- Buyer’s computation sheet.
A. Seller’s Name
The seller named in the contract should match the registered owner, developer, or authorized seller. If the agent’s name appears as seller without proper authority, the buyer should investigate.
B. Property Description
The contract should clearly identify the property:
- Project name;
- Location;
- Block and lot number;
- Unit number;
- Floor area;
- Lot area;
- Parking slot, if any;
- Balcony, utility area, storage, or other inclusions;
- Title number, if available;
- Technical description, where appropriate.
C. Price and Payment Terms
The contract should clearly state:
- Total contract price;
- Reservation fee;
- Down payment;
- Monthly amortization;
- Financing terms;
- Interest;
- Penalties;
- Taxes;
- Transfer charges;
- Association dues or condominium dues;
- Documentary stamp tax, transfer tax, registration fees, and other closing costs;
- Consequences of default.
D. Turnover Date and Delay Provisions
For pre-selling projects, the buyer should check:
- Expected completion date;
- Turnover date;
- Grace period;
- Causes of delay;
- Remedies for delay;
- Refund provisions;
- Force majeure clause;
- Buyer’s right to cancel or rescind.
E. Title Transfer
The contract should state when title will be transferred and who will shoulder expenses. Delayed title transfer is a common real estate issue, especially where the project is unfinished, mortgaged, or not properly subdivided.
F. Restrictions and Association Rules
Subdivision and condominium projects may have restrictions on use, leasing, pets, renovations, parking, business use, and occupancy. These restrictions should be disclosed before purchase.
XII. Check Whether the Property Is Mortgaged or Encumbered
A project may be legitimate but mortgaged. Mortgages are not automatically unlawful, but they must be properly disclosed and handled. A buyer should know whether the property or mother title is subject to:
- Real estate mortgage;
- Chattel mortgage over improvements or equipment;
- Notice of lis pendens;
- Adverse claim;
- Levy;
- Attachment;
- Easement;
- Right of way;
- Restrictions;
- Pending reconstitution or correction proceedings.
If the property is mortgaged, the buyer should ask how the title will be released and transferred. The buyer should avoid paying large amounts without understanding whether the property can be delivered free from liens.
XIII. Verify the Developer’s Track Record
Legal documents are essential, but practical verification is also important.
A buyer should investigate:
- Completed projects;
- Delayed projects;
- Complaints by buyers;
- Court cases;
- DHSUD complaints;
- Online buyer groups;
- Actual turnover history;
- Quality of construction;
- Responsiveness of management;
- Financial stability;
- Reputation of contractors and architects;
- Whether titles were actually transferred to prior buyers.
Track record is especially important in pre-selling projects because the buyer is paying for something that may not yet exist.
XIV. Visit the Project Site
A buyer should personally inspect the project site whenever possible.
During site inspection, check:
- Whether the project exists at the advertised location;
- Whether construction has started;
- Whether the site matches brochures and maps;
- Whether there is a site office;
- Whether permits are displayed;
- Whether there are signs of boundary disputes;
- Whether access roads exist;
- Whether utilities are available;
- Whether the surrounding area matches the promised use;
- Whether nearby residents know of the project.
If the developer refuses a site visit or gives repeated excuses, the buyer should be cautious.
XV. Special Concerns for Pre-Selling Projects
Pre-selling means the property is sold before completion. It can be lawful if properly registered and licensed, but it carries higher risk.
Buyers should verify:
- License to Sell;
- Approved plans;
- Construction timeline;
- Completion bond or equivalent safeguards, where applicable;
- Developer’s financing capacity;
- Contractor and project team;
- Escrow or payment safeguards, if any;
- Refund provisions;
- Turnover standards;
- Title issuance timeline.
Buyers should not rely on verbal promises such as “sure turnover next year,” “price will double,” or “license is already processing.” Legal rights should be in writing.
XVI. Special Concerns for Condominium Projects
For condominium purchases, buyers should examine:
- Master deed;
- Declaration of restrictions;
- Condominium corporation documents;
- Unit floor area;
- Common areas;
- Parking allocation;
- Association dues;
- Turnover condition;
- House rules;
- Title issuance timeline;
- Building permits and occupancy permits;
- Whether the tower or phase is covered by the License to Sell.
The buyer should also clarify whether the purchase includes parking, storage, balcony, utility area, or use of amenities. These should not be assumed.
XVII. Special Concerns for Subdivision Lots
For subdivision lots, buyers should verify:
- Subdivision plan approval;
- Development permit;
- License to Sell;
- Road lots;
- Drainage;
- Water and electricity;
- Lot boundaries;
- Lot monuments;
- Individual title availability;
- Homeowners’ association rules;
- Easements and access roads;
- Whether the lot is part of the licensed phase.
A buyer should be careful with “raw lots,” “farm lots,” “rights only,” and properties sold by metes and bounds without clear subdivision approval.
XVIII. Special Concerns for Agricultural Land, Farm Lots, and Memorial Lots
Some real estate offers involve agricultural land, farm lots, leisure farms, memorial lots, or undivided shares.
Buyers should be cautious when:
- The property is agricultural but marketed as residential;
- No conversion approval is shown;
- Buyer is offered only a “share” or “right” instead of a titled lot;
- The seller promises future subdivision without current approval;
- The property has no individual title;
- The land is covered only by tax declaration;
- The seller cannot explain zoning or land use classification.
Agricultural land may be subject to agrarian reform restrictions, land conversion rules, nationality restrictions, and local zoning limitations.
XIX. Foreign Buyers and Constitutional Restrictions
Foreign nationals are generally restricted from owning land in the Philippines, subject to limited exceptions such as hereditary succession. However, foreigners may generally own condominium units, subject to nationality limits under condominium laws.
A developer selling to a foreign buyer should clearly explain:
- Whether the property is land or condominium;
- Whether foreign ownership is legally allowed;
- Whether condominium foreign ownership limits have been reached;
- Whether the buyer is purchasing through a corporation, lease, or other structure;
- Whether the structure is lawful and not a prohibited circumvention.
Foreign buyers should be especially cautious of arrangements that promise land ownership through nominees, dummies, or informal side agreements.
XX. Verify Corporate Authority to Sign
Even if the developer is legitimate, the person signing the contract must have authority.
For corporations, buyers may request:
- Secretary’s certificate;
- Board resolution;
- Notarized authority;
- Special power of attorney;
- Government-issued identification of signatory;
- Corporate documents showing the signatory’s position.
A contract signed by an unauthorized person may cause serious enforcement problems.
XXI. Verify Advertising Claims
Developers and agents often advertise amenities, investment returns, proximity to infrastructure, rental income, capital appreciation, or guaranteed returns. Buyers should treat these claims carefully.
Ask whether the claim is:
- In the contract;
- In the approved plan;
- In the License to Sell documents;
- In the brochure officially issued by the developer;
- Guaranteed or merely projected;
- Subject to change.
Statements such as “near the future subway,” “guaranteed rental income,” “high return on investment,” or “limited units only” should not replace legal due diligence.
XXII. Common Red Flags
A buyer should be cautious if any of the following appear:
- No License to Sell;
- License to Sell is “still being processed”;
- Developer refuses to provide corporate documents;
- Seller refuses to show title;
- Title is under another person with no authority to sell;
- Payments are made to personal accounts;
- No official receipts;
- High-pressure reservation tactics;
- Unusually large discounts for immediate payment;
- No written contract;
- Contract is incomplete or unsigned by the developer;
- Agent is unlicensed or cannot identify a supervising broker;
- Project address is vague;
- Site cannot be inspected;
- Developer has no physical office;
- Same property is being sold by multiple unrelated persons;
- Buyer is told not to verify with government agencies;
- Documents are only screenshots;
- Seller avoids notarization;
- Buyer is promised title transfer without showing title documents;
- Property is covered only by tax declaration;
- Property is subject to litigation;
- Developer uses different company names inconsistently;
- Buyer is asked to sign blank forms;
- Refund terms are unclear;
- Turnover date is vague;
- Contract allows unlimited delay;
- Foreign buyer is offered land through a nominee;
- Agent claims “no need for DHSUD because this is private selling” despite a subdivision or condominium project;
- Seller cannot explain taxes, fees, or title transfer process.
XXIII. Practical Due Diligence Checklist
Before paying any amount, a buyer should verify the following:
Developer
- Registered legal name;
- SEC, DTI, or CDA registration;
- Corporate status;
- Business address;
- Authorized representatives;
- Track record;
- Pending complaints, if discoverable.
Project
- Project registration;
- License to Sell;
- Development permit;
- Locational clearance;
- Zoning compliance;
- Building permit;
- Environmental compliance, if required;
- Occupancy permit, if completed;
- Approved plans;
- Covered phase, tower, block, lot, or unit.
Property
- Certified true copy of title;
- Registered owner;
- Encumbrances;
- Mortgage status;
- Technical description;
- Boundaries;
- Tax declaration;
- Real property tax clearance;
- Subdivision or condominium documents.
Seller’s Authority
- Authority to sell;
- Joint venture agreement, if applicable;
- Special power of attorney, if applicable;
- Secretary’s certificate or board resolution;
- Broker accreditation;
- Salesperson accreditation.
Contract and Payment
- Reservation agreement;
- Contract to sell;
- Deed of sale, where applicable;
- Payment schedule;
- Refund terms;
- Penalties;
- Taxes and charges;
- Official receipts;
- Developer bank account;
- Turnover date;
- Title transfer date;
- Default and cancellation provisions.
XXIV. Where to Verify
A buyer may need to verify with several offices depending on the transaction:
- Securities and Exchange Commission, for corporations and partnerships;
- Department of Trade and Industry, for sole proprietorship business names;
- Cooperative Development Authority, for cooperatives;
- Department of Human Settlements and Urban Development, for project registration and License to Sell;
- Professional Regulation Commission, for brokers and real estate professionals;
- Registry of Deeds, for certified true copies of titles and annotations;
- Assessor’s Office, for tax declarations;
- Treasurer’s Office, for real property tax payments;
- City or Municipal Planning and Development Office, for zoning and locational clearance;
- Office of the Building Official, for building permits and occupancy permits;
- Barangay Office, for local conditions and clearances where relevant;
- Department of Agrarian Reform, for agricultural land issues where applicable;
- Department of Environment and Natural Resources, for environmental or land classification concerns where applicable.
XXV. Buyer Remedies if the Developer Is Not Legitimate
If a buyer discovers that the developer, seller, or project is not legitimate, possible remedies may include:
- Filing a complaint with DHSUD for covered real estate projects;
- Filing a complaint with the PRC for misconduct by licensed real estate professionals;
- Filing a civil action for rescission, refund, damages, or specific performance;
- Filing a criminal complaint if fraud, estafa, falsification, or other offenses are present;
- Seeking cancellation of contract under applicable laws;
- Demanding refund based on contract, law, or misrepresentation;
- Reporting tax or business violations to proper agencies;
- Seeking injunctive relief in appropriate cases;
- Filing complaints with local government offices for permit violations.
The proper remedy depends on the facts, documents, amount paid, stage of the transaction, and nature of the violation.
XXVI. Importance of Written Evidence
Buyers should preserve all records, including:
- Contracts;
- Receipts;
- Bank transfer confirmations;
- Official computations;
- Brochures;
- Screenshots of advertisements;
- Emails;
- Text messages;
- Chat conversations;
- Agent representations;
- Copies of IDs;
- Copies of permits;
- Site photos;
- Payment schedules;
- Demand letters.
Written evidence is essential if the buyer later needs to file a complaint or recover money.
XXVII. Role of a Lawyer
A lawyer can assist by:
- Reviewing the title;
- Reviewing the License to Sell;
- Checking authority to sell;
- Reviewing the contract;
- Explaining buyer obligations;
- Identifying hidden risks;
- Drafting protective clauses;
- Preparing demand letters;
- Representing the buyer before government agencies or courts;
- Advising on tax and transfer implications.
Legal review is especially important for high-value purchases, pre-selling properties, foreign buyers, corporate buyers, agricultural land, properties with mortgages, and projects with unclear documentation.
XXVIII. Practical Rule: Verify Before You Pay
The safest rule is simple: verify first, pay later.
A buyer should not be pressured by statements such as:
- “This price is only good today.”
- “Other buyers are waiting.”
- “The license is already in process.”
- “The title is with the office.”
- “The owner is abroad.”
- “The developer is famous, so no need to check.”
- “Just pay the reservation first.”
- “Documents will follow.”
- “This is how everyone does it.”
In real estate, urgency is often used to weaken due diligence. A legitimate developer should be able to provide basic legal documents and allow reasonable verification.
XXIX. Conclusion
Verifying a legitimate real estate developer in the Philippines requires more than checking advertisements or trusting an agent. A prudent buyer should confirm the developer’s legal existence, project registration, License to Sell, land title, permits, authority to sell, broker licensing, payment channels, contract terms, and track record.
The most important documents are usually the developer’s registration documents, License to Sell, certified true copy of title, development permits, authority to sell, broker credentials, official payment instructions, and the written contract.
Real estate fraud and defective transactions often succeed because buyers pay first and verify later. In the Philippine context, the better practice is to conduct due diligence before paying any amount, signing any contract, or relying on verbal promises. A legitimate developer should welcome verification. A seller who discourages verification should be treated with caution.
This article is for general legal information only and does not replace advice from a qualified Philippine lawyer based on the specific facts and documents of a particular transaction.