Jollibee Foods Corp.’s ambitious plan to spin off its international business and list it on a United States (US) stock exchange is facing pushback from Philippine market regulators and analysts, who warn that local investors may find themselves holding shares they cannot easily trade.

The homegrown fast-food giant, famous for its fried chicken and aggressive global acquisitions, announced last week that it intends to distribute shares of its international subsidiary as a property dividend to existing shareholders.

However, Philippine Stock Exchange President Ramon S. Monzon expressed concern over the practicalities of the move, noting that the local exchange lacks the infrastructure to support seamless cross-border trading for retail investors.

“This is what I do not understand. If you’re a Jollibee shareholder, you’re going to get a share in JFC International. But what will you do with that share? How will you sell it?” asked Monzon.

The PSE does not currently maintain a platform or facility that allows domestic shareholders to trade directly on US exchanges, and the two jurisdictions operate under vastly different capital gains tax regimes.

Monzon also noted the heightened legal risks of a US listing, citing the experience of telecommunications giant PLDT Inc., which has faced class-action lawsuits and is considering delisting from the New York Stock Exchange.

While institutional investors acknowledge the logic behind seeking a higher valuation in the US market, they agree that the mechanics remain a hurdle.

“You cannot trade stocks listed in any exchange unless you have a strockbrokerage account in that exchange, or if the stock exchange you are trading with has an interconnection with another exchange. Even cryto trading, you need an account,” said a local stock market trader for institutional investors.

Meanwhile, Juan Paolo Colet, managing director at Chinabank Capital Corp., described the move as a novel way for a Philippine blue-chip company to capture the full economic value of its foreign operations.

“It's a novel way for a Philippine blue chip to list its foreign operations while ensuring that eligible shareholders at the time of the spin-off are able to capture the complete economics of the move,” Colet said.

He expects the move to unlock significant value and spark investor interest in Jollibee’s parent stock, which currently trades in Manila.

However, Colet cautioned that the company must find a cost-efficient way to help small retail investors open foreign accounts so they are not disadvantaged by the spin-off.

“This includes helping with the cost-efficient transfer of the initial shares and facilitating the opening of foreign brokerage accounts. They have to make sure that small retail investors in the Philippines are not disadvantaged in the process of listing their JFCI shares,” Colet said.

Jollibee intends for the new entity, Jollibee Foods Corp. International, to house all brands outside the Philippines. By splitting the company, Jollibee aims to offer investors a choice between its cash-generative domestic business and a high-growth global vehicle.

The parent company, which will remain listed on the PSE, will focus exclusively on its home market. Jollibee remains committed to the 2025 timeline, framing the split as a necessary step to sharpen its strategic focus and pursue “significant whitespace” for expansion in the global market.