Company Registration in Portugal
                     
COMPANY 
REGISTRATION 
IN PORTUGAL
Portugal is located in Europe, west of Spain, 
and borders the North Atlantic Ocean. It is 
the westernmost country in Europe. 
Portugal is one of the world’s most 
globalized and peaceful nations. Over the 
past two decades, successive Portuguese 
governments have privatised many state-
controlled firms and liberalised key areas of 
the economy, including the financial and 
telecommunications sectors. Portugal is a 
developed country with a very high Human 
Development Index, the world’s 19th-
highest quality-of-life, and a strong 
healthcare system. With the convenient 
Euro currency, Portugal is an ideal place to 
set up a company. Licensehub.in can assist 
you in registering a company in Portugal.

Why form a company in Portugal?
Portugal is an exciting country for budding entrepreneurs 
looking to form their Portuguese company. Located on the 
West Coast of Europe, Portugal is a great choice for 
European company formation, its geographically strategic 
location is ideal for those seeking to supply the European 
market or expand their businesses to other parts of the 
world.
The most popular types of Portuguese companies are:
• Private Limited Liability Company (Sociedade por 
Quotas, LDA)
• Public Limited Company (Sociedade Anónima SA 
Corporation)
• Shareholders Company (SA)

Portuguese Private Limited Liability 
Company
When registering a quota company (Limited Liability 
company) in Portugal, the name must contain the word 
Limitada or the abbreviation Lda. When setting up a 
company in Portugal  it is strongly recommended that the 
shareholders/directors come to Portugal to prove their 
identity to a notary with ID documents and to open a 
corporate bank account. This is not essential however and 
you can choose to have your Portuguese company 
incorporated under a power of attorney certified with an 
apostille or legalization by a foreign notary.  A Quota 
company:
•     Requires at least two shareholders, there are no 
restrictions as far as their nationality or residence are 
concerned.
• The corporate entity (and not the individual) is 
responsible for any company liabilities
• There is a minimum capital investment of €5,000 
required for a Portuguese company formation.
Portuguese Public Limited Company 
 Requires at least five shareholders, unless one of the 
shareholders is the State. In this case only two shareholders 
are needed
    The corporate entity (and not the individual) is responsible 
for any company liabilities
Members  (partners)  have  limited  liability to  the  value  of  
its  subscribed capital  (although additional liabilities may 
apply to the shareholder in case it is a fully controlling 
company). Corporation tax to be paid on company profits The 
capital is divided into shares and the minimum capital 
required is €50,000(70% of contributions in cash may be 
postponed for a 5 years’ period. The issuance premium, if 
existent, may not be postpone). Minimum number of 
shareholders: 5 (or one, if incorporated by a corporate entity) 
Accounts require auditing regardless of their size and 
operation, are subject to an annual auditor’s report, according 
with article 420º of the CSC,

Portuguese Shareholders Company (SA) 
    
A minimum of five shareholders. This can be reduced over 
time The minimum social capital is 50,000 Euros that can be 
paid cash or kind
It only has to have one shareholder. The minimum registered 
share capital is €1 and 50% of contributions in cash may be 
postponed for a 5 years’ period. The sole shareholder may 
declare in the incorporation document that the share capital 
willbe deposited in a bank account opened in the name of the 
new company until the end of the first fiscal year (this is  not  
considered  as  deferment  of  payment  and,  consequently,  
is  not  subject  to commercial registration);As the Private 
Limited Liability Company, Auditor is not mandatory. 
However,  companies which do not have a Statutory Audit 
Board or a Single Auditor must appoint an Auditor to audit the 
company’s accounts when two of the following limits are 
exceeded (for two consecutive years):Total balance sheet of  
€1,500,000;Total Turnover of  €3,000,000; and Total average 
number of employeesper annum of 50.

 What is a limited partnership in Portugal?
 
The limited partnership (sociedade em comandita - SC) is formed by minimum two 
partners, at least one must be general and has full liability for the company’s obligations 
(socios comanditarias), while the other one will have limited liability and must deliver 
capital to the partnership (socios comanditados).
 
What is a general partnership in Portugal?
 
A general partnership (sociedade em nome collectivo - SNC) also has two partners with 
full liabilities in the firm. They are equally responsible for making decisions in the name of 
the entity and can manage the company. No minimum share capital is necessary for this 
type of business.
 
What is an EIRL in Portugal?
 
Another form of business established with no requirements for share capital is the 
company with a single shareholder (EIRL). The founder of such company is liable with his 
personal assets for the entity’s debts.
ARTICLE OF ASSOCIATION
 The Articles of Association are the company’s main 
documents needed for company formation in 
Portugal which contain complete information about:
    • the name of the company you wish to set up in 
Portugal;
    • the name of the shareholders, their nationality 
and the country of residence;
    • the future activities of the newly-opened 
company in Portugal;
    • the responsibilities and the rights of directors 
managing the company;
    • the transferability of share and the assignment 
of the rights of shareholders;
    • the voting rights in the company and details 
about the dissolution procedure.

 Incorporation procedure in Portugal
 
It is mandatory that the name of the newly formed company in Portugal is checked at the 
National Registry of Collective Entities (Registro Nacional de Pessoas Colectivas, RNPC).  
If the name is available, it can be reserved for a period of 48 hours if a fee is paid. Also, a 
pre-approved name can be elected from the RNPC database.
In order to obtain a certificate of registration, the founders of an entity must submit an 
application followed by the articles of association and the certificate of the name 
approval, but no later than 15 days from the incorporation. When receiving the above, 
the Portuguese authority will deliver the corporate tax number, the company's social 
security number and the declaration of commencement of business activities. The 
entity’s employees must be registered at the Centros de Formalidades das Empresas or 
at the Business Registry Offices 24 hours before they start their activity or 10 days at the 
latest after the declaration of starting the business. 
The Labor Inspectorate must also be notified regarding its existence by providing the 
newly formed business name and tax number, a copy of the published announcement 
regarding the company incorporation, the company's activities and the headquarter 
address. The registration for the employees' accident compensation insurance is 
performed online at a private insurer and cannot cover the individual which doesn’t 
receive a salary.
 Steps in opening a company in Portugal
 
Public and private limited liability companies can be 
easily set up in Portugal, following these steps:
 
1. Verify the business name and make a reservation 
with the Portuguese Trade Register.
2. Appoint a legal representative for your company 
in Portugal.
3. Draft the Articles of Association with information 
about the owners, business activities, etc.
4. Open a bank account for depositing the 
minimum share capital of EUR 5,000.
5. Apply for licenses and permits in accordance 
with the company’s activities.
6. Register for tax purposes and social 
contributions in Portugal.

 
Shelf companies in Portugal
 
If you would like to skip the formalities of opening 
a company from scratch, the best option in this 
matter is to purchase a shelf company. Also known 
as a ready-made company, this is an already 
registered firm which is kept on a shelf until it 
ages and until someone is interested in it. Having 
no financial activities and therefore no liabilities, a 
shelf company in Portugal can easily access loans 
from the local banks. It is good to know that a 
ready-made company in Portugal can activate on 
the market as soon as the ownership transfer is 
made. Let us remind you that you can rely on our 
team for company formation procedures, including 
the ones for a shelf company in Portugal.
 
Can you Establish a branch in Portugal?
 
Yes, companies from abroad can rapidly establish a branch in Portugal which can run 
under the rules of a limited liability company or LDA as it is known. Opening a branch in 
Portugal comes with a series of requirements like drafting the parent company’s 
documents, the statements of profits and losses, balance sheets and any other papers 
requested by the Portuguese Trade Register. Branches in Portugal can benefit from the 
double taxation treaties signed with countries worldwide if proof that the taxes have 
been paid in the parent company's country of residence is offered to the authorities.
 
Can you establish a subsidiary in Portugal?
 
Yes, foreign enterprises can set up subsidiaries in Portugal. Just like in the case of 
branches, these can be formed as limited liability companies and a minimum share 
capital of EUR 5,000 for a private entity or EUR 50,000 for a public LLC. The foundation 
of deeds and the Articles of Association are the important documents of a subsidiary in 
Portugal. We remind that a subsidiary is an independent entity that has to register for 
tax purposes in Portugal. Our team can also handle such type of business registration.
 Economy overview in Portugal
 
Portugal’s economy is mainly based on agriculture, tourism, and trade. As a matter of 
fact, Portugal is an important partner in international trading. Besides, Portugal is well-
known for its production of cork, oak and olive oil. 
Incentives are offered for foreign company formation in Portugal, such as the 
development of renewable energies, specifically solar energy. Moreover, foreign investors 
willing to set up a company in Portugal can ask for help from the Agency for Investments 
and External Commerce in Portugal in order to find out more about the company 
formation in Portugal. 
In 2016, the Bank of Portugal registered a sum of EUR 1,4 billion from foreign investments 
in Portugal. The main investors in Portugal are Germany, UK, Spain, France, and the 
Netherlands.
 
For more details related to company incorporation in Portugal, get in touch with our local 
specialists. If you are interested in company formation services in other countries, like 
Belgium, Hong Kong or Philippines, please don't hesitate to contact our partners.
THANK YOU