Portugal Investment
Agosto 23, 2024
Starting a business in Portugal
How to set up a Company in Portugal
Portugal is a well-known hub for business startups, particularly popular among UK-based entrepreneurs. The Portuguese government has implemented numerous incentives aimed at promoting small businesses, which are widely recognized as vital to the foundation of the Portuguese economy.
To legally establish a business in Portugal, foreign nationals must meet several prerequisites:
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Obtain a Portuguese residency card.
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Acquire a tax identification number.
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Secure a Social Security number.
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Choose a business name and provide a Portuguese address for company registration.
Additionally, immigration and visa requirements must be considered. Non-EU citizens need to obtain a Portuguese work permit and a residence permit.
Setting Up
There are three main methods for establishing a company in Portugal, each with its own procedures:
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Traditional Method: This involves obtaining a Certificate of Admissibility from the Institute of Registries and Notaries (IRN), which formally identifies the new company. The company’s primary identity is established through a Company Card and a Collective Card, both issued by the IRN.
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Online Setup: Known as “Empresa Online,” this method usually takes one to two days to complete and requires electronic certification for validation.
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On-the-Spot Entity Setup: Referred to as “Empresa de Hora,” this option is often used by sole traders and limited companies. It involves setting up the company through a government scheme, requiring the presence of the company’s principals and necessary documentation. It is also advisable for legal representatives to be present during this process.
After the company is established, several additional steps are required:
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Opening a business bank account and making an initial deposit.
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Notifying the local Tax Office about the start of commercial activities.
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Registering the business with both the Commercial Registry Office to formalize the Portuguese entity and the Social Security Office to register as an employer.
Types of Business Entities
In Portugal, businesses can adopt various legal structures, accommodating different ownership arrangements and liability considerations:
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Single Owner Structures:
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Sole Trader
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Single-Member Limited Company
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Individual Limited Liability Establishment
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Businesses Owned by Multiple Individuals:
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Private Limited Company (Sociedade por Quotas): Requires a minimum capital investment of €5,000, with each shareholder contributing at least €100 per share. Shareholders share responsibility for matters outlined in the Articles of Association and are liable for debts up to the value of the business assets.
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Public Limited Company (Sociedade Anónima): Requires at least five shareholders and a minimum capital investment of €50,000. Liability for debts is limited to the value of the business assets, and shareholders bear personal responsibility up to the value of their shares.
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Partnership Structures:
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Partnership (Sociedade em Nome Colectivo): Requires a minimum of two partners, with liability extending to personal assets to cover any accrued debts.
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Limited Liability Partnership (Sociedade em Comandita): Involves different types of partners, including general partners with unlimited liability for business operations and sleeping partners who contribute capital with limited liability.
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Cooperative and Not-for-Profit Organizations:
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Operate based on mutual benefit for members.
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Regulated by the Antonio Sergio Cooperative Sector Institute (Cases).
Each legal structure offers unique advantages and considerations, allowing businesses to select the most appropriate option based on their specific needs and objectives.
Branch or Subsidiary for a Foreign Company
A foreign business seeking to establish a branch or subsidiary in Portugal must follow these formal procedures:
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Register the branch office’s name with the Institute of Registries and Notaries (IRN).
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Register with the Commercial Registry Office.
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Provide the incorporation documents of the parent company.
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Present confirmation from the board of directors affirming the decision to open a branch.
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Submit a power of attorney as required.
These steps ensure compliance with Portuguese legal requirements for establishing a foreign business presence in the country.
Considering starting a business in Portugal ? We are at your disposal to clarify any questions you may have!