THE

NATIONAL INTERNAL REVENUE CODE

OF THE PHILIPPINES
[Tax Reform Act of 1997]
Republic Act No. 8424
AN ACT AMENDING THE NATIONAL INTERNAL REVENUE CODE, AS
AMENDED, AND FOR OTHER PURPOSES

Read the full text of the

NATIONAL INTERNAL REVENUE CODE OF 1997

Republic Act No. 8424

TITLE II
TAX ON INCOME

CHAPTER XI
OTHER INCOME TAX REQUIREMENTS

SEC. 73. Distribution of dividends or Assets by Corporations. -

(A) Definition of Dividends. - The term "dividends" when used in this Title means any distribution made
by a corporation to its shareholders out of its earnings or profits and payable to its shareholders,
whether in money or in other property.

Where a corporation distributes all of its assets in complete liquidation or dissolution, the gain realized
or loss sustained by the stockholder, whether individual or corporate, is a taxable income or a
deductible loss, as the case may be.

(B) Stock Dividend. - A stock dividend representing the transfer of surplus to capital account shall not
be subject to tax. However, if a corporation cancels or redeems stock issued as a dividend at such time
and in such manner as to make the distribution and cancellation or redemption, in whole or in part,
essentially equivalent to the distribution of a taxable dividend, the amount so distributed in redemption
or cancellation of the stock shall be considered as taxable income to the extent that it represents a
distribution of earnings or profits.
(C) Dividends Distributed are Deemed Made from Most Recently Accumulated Profits. - Any
distribution made to the shareholders or members of a corporation shall be deemed to have been made
form the most recently accumulated profits or surplus, and shall constitute a part of the annual income
of the distributee for the year in which received.

(D) Net Income of a Partnership Deemed Constructively Received by Partners. - The taxable income
declared by a partnership for a taxable year which is subject to tax under Section 27 (A) of this Code,
after deducting the corporate income tax imposed therein, shall be deemed to have been actually or
constructively received by the partners in the same taxable year and shall be taxed to them in their
individual capacity, whether actually distributed or not.

STOCK DIVIDENDS VIS A VIS STAMP TAX

REPUBLIC ACT NO. 9243

February 17, 2004

AN ACT RATIONALIZING THE PROVISIONS ON THE DOCUMENTARY STAMP TAX

OF THE NATIONAL INTERNAL REVENUE CODE OF 1997, AS AMENDED. AND FOR
OTHER PURPOSES

SECTION 2. Sec. 175 of the National Internal Revenue Code of 1997, as amended,
is hereby renumbered as Sec. 174 and further amended as follows:

"Sec. 174. Stamp Tax on Original Issue of Shares of Stock. - On every original
issue, whether on organization, reorganization or for any lawful purpose, of
shares of stock by any association, company or corporation, there shall be
collected a documentary stamp of One peso (P1.00) on each Two hundred pesos
(P200), or fractional part thereof, of the par value, of such shares of stock:
Provided, That in the case of the original issue of shares of stock without par
value, the amount of the documentary stamp tax herein prescribed shall be based
upon the actual consideration for the issuance of such shares of stock: Provided,
further, That in the case of stock dividends, on the actual value represented by
each share."

The term "dividends'"as used in this Law shall be held to mean any distribution made or ordered to be
made by a corporation, joint-stock company, association, or insurance company, out of its earnings or
profits accrued and payable to its shareholders, whether in cash or in stock of the corporation, joint-
stock company, association, or insurance company. Stock dividend shall be considered income, to the
amount of the earnings or profits distributed