Capital gains tax at 15% on the net gain from selling unlisted domestic shares.
Capital gains tax due
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Net gain
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Net proceeds
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Two share-sale worlds, and which one you are in
Selling shares in the Philippines splits into two completely different tax regimes, and getting them mixed up is an expensive mistake. If the shares trade on the Philippine Stock Exchange, you pay a small stock transaction tax on the gross selling price and that is the end of it, whether you made money or lost it. This calculator is for the other world: shares in a domestic corporation that are not listed, the typical case when you sell a stake in a private company, a family business, or a startup. There the gain itself is taxed, not the sale price, and the rate this calculator applies is 15 percent on your net capital gain. Knowing which side you are on decides everything about the bill.
Building the net gain before the rate touches it
The 15 percent never lands on the full selling price. It lands on what is left after you strip out what the shares cost you and what the sale cost you. The tool takes your selling price, subtracts your acquisition cost (what you originally paid for the shares), then subtracts selling expenses such as broker or documentary costs directly tied to the transaction. Whatever remains is the net capital gain, and only that figure is multiplied by 15 percent. Crucially, if the subtraction leaves zero or a loss, the calculator floors the gain at zero and shows no tax due, because you cannot owe capital gains tax on a sale that did not gain. This 15 percent rate on unlisted domestic shares is the long-standing BIR treatment, but verify it remains current with the Bureau of Internal Revenue before filing, since capital gains rules are periodically amended.
Selling a private stake bought at PHP 300,000
Suppose you bought shares in an unlisted company for PHP 300,000 and now sell them for PHP 500,000, with no selling expenses. The net gain is PHP 500,000 less PHP 300,000, or PHP 200,000. The rate this calculator applies, 15 percent, gives a capital gains tax of PHP 30,000. Your net proceeds are the selling price less expenses less that tax, so PHP 470,000 reaches you.
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The chart traces the sale proceeds down to what you keep, with cost recovery and the tax peeled off in turn.
Watch the basis, and what this tool leaves out
The single biggest swing in the bill comes from acquisition cost, what tax people call your basis. If you inherited the shares or received them as a gift, your basis is not zero and is not whatever the company is worth today; special rules set it, and getting it wrong inflates the gain. Keep the original purchase documents. A second trap: the BIR can assess the tax on the fair market value of the shares rather than your stated price if it judges the sale was below market, for example between related parties, so a sweetheart price to a relative does not necessarily shrink the gain. This calculator works off the figures you enter and a straight 15 percent, so it does not apply the fair-market-value override, the documentary stamp tax that also attaches to share transfers, or installment treatment. Use it to size the capital gains tax, then have the full transfer costed by a tax professional.
What if I sell the shares for less than I paid?
Then there is no capital gain and no capital gains tax. The calculator floors the net gain at zero, so a loss-making sale shows PHP 0 tax due. Note that this capital gains tax is computed per transaction, so a loss on one sale does not automatically offset a gain on a separate sale the way ordinary income might net out. Document the loss regardless, since you may still need to report the transaction.
When and how do I pay this tax?
Unlike interest income, this is not withheld for you. The capital gains tax on unlisted shares is filed and paid by the seller, generally within 30 days of the sale on the BIR's capital gains return, and the buyer usually will not get the shares formally transferred until the tax clearance is in hand. Build the PHP 30,000 in this example into your timeline, because the deadline is tight and tied to the transaction date, not your annual return.