Skip to main content
  1. Execution Playbooks/

Philippines Market Entry & Strategic Structuring


Regulation is Not a Roadblock. It’s a Competitive Moat.
#

I guide fintechs and foreign investors through the Philippine regulatory maze: securing licenses, structuring entities and acquisitions, and building direct relationships with regulators.
Assess Your Feasibility

The Trap vs. The Playbook
#

The Trap (Standard Legal Counsel)The Januszczak Playbook (Regulatory Strategy)
Approach: Citing the black-and-white letter of the law.Approach: Navigating the “grey areas” via direct regulator dialogue.
Output: A 50-page “Legal Opinion” warning of risks.Output: A roadmap to “Yes” and a structured entity.
Speed: Months of back-and-forth paperwork.Speed: Accelerated approval via established credibility.
Focus: Compliance only.Focus: Compliance + Commercial Viability.

The “Regulatory Navigator” Protocol
#

Most market entrants fail in the Philippines because they treat regulation as a checklist. I treat it as a relationship.

1. Feasibility & Structure (The “Go/No-Go”) Before you spend a dollar on lawyers, we assess if your business model will survive local regulation. I help you structure your local entity (OPC, Subsidiary, JV) to maximize control while satisfying foreign ownership restrictions.

2. The Sandbox Strategy Don’t wait for a full license to start testing. I guide you through the Regulatory Sandboxes, allowing you to launch a pilot, gather data, and prove your model to regulators in a controlled environment.

3. Commercial Deal Structuring (JVs & M&A) Market entry in the Philippines often requires a local partner. This is where most foreign firms lose value: they sign standard templates that favor the local conglomerate.

  • The CVC Advantage: Leveraging my experience managing a top decile fund and achieving 3.0x returns, I structure deals that protect your cap table and governance rights.
  • Joint Venture Architecture: I design the shareholders’ agreement (SHA) to ensure you retain operational control, IP rights, and a clear path to exit, even if you are the minority shareholder on paper.
  • Valuation & Terms: I don’t just accept the “market rate.” I help you negotiate valuation, liquidation preferences, and board seats to ensure the partnership remains commercially viable for the long term.

4. The “Trust” Bridge Regulators approve people, not just papers. I bridge the gap between “Silicon Valley Tech Speak” and “Central Bank Risk Language,” ensuring regulators understand your innovation is safe, stable, and beneficial.


Proof of Concept: The First Bank-Backed Stablecoin (PHX)
#

I don’t just advise on crypto regulation. I helped write the rulebook.

The Challenge: Launching a blockchain-based stablecoin aimed at rural banks—a product that had no clear regulatory precedent in the Philippines.

The Execution:

  • Engaged the BSP before the build, framing the technology as “financial inclusion” rather than “disruption.”
  • Designed the PHX token architecture to mirror existing e-money circulars.
  • Secured the necessary notifications and approvals to hold the fiat backing.

The Outcomes:

  • First Mover: Successfully launched PHX, the first BSP-approved stablecoin.
  • Open Finance: Laid the groundwork for the Philippines’ Open Finance framework.
  • Legacy: Established a regulatory template now used by subsequent fintech entrants.

The Operator Advantage
#

You don’t need another theory on how fintech works; you need a navigator who has actually built one. My advisory model is designed to bridge the gap between high-level strategy and the messy reality of regulatory execution. Stop paying for ‘best practices’ and start paying for proven results.

FeatureInternational Law FirmInvestment BrokerJohn Januszczak
Primary FocusLegal ComplianceClosing the TransactionLong-Term Commercial Viability
StructuringStandard TemplatesMaximizing Fee %Optimizing Control & Governance
ExperienceDrafted ContractsSold CompaniesBuilt & Managed a CVC Fund
OutcomeA Registered EntityA Signed DealA De-risked Operating Partner

Is Your Business Model Legal?#

Don’t guess. If you are planning to enter the Philippines or launch a regulated product, let’s validate your strategy before you burn capital.

Book a Regulatory Assessment