House in Lisbon

There are many reasons for choosing Portugal to start your business. For example, the fact it’s ranked the best place in the world to work remotely. Let´s find out step by step how to do it. Company Formation in Portugal is one of the best to start a business in Portugal and the European zone.

Step 1.  Selecting the Type of Company

LDA, UNIPESSAL, SA, SC, SNC, EIRL

Here in Portugal, there are several types of companies,” but the most common companies in Portugal are “Individual company (UNIPAL)” owned 100% by one person, and “Private Limited Liability Company (LDA.)” managed by unlimited shareholders and directors in the company.

Step 2. Personal Portuguese tax number (NIF)

Regardless if you are an EU or Non-EU national, you will need to sign up for a Tax Number with the Portuguese Tax Office. It is also known as the contributor number. (Numero de Contribuinte) or personal tax number for partners, shareholders, directors or manager.  As well as a Social Security Number from the Portuguese Social Security

Step 3. Address for Company formation in Portugal

To establish a commercial connection in Portugal, you should have a virtual or physical address to receive all the official documentation from the Portuguese authorities, which can be a residence or commercial space, temporarily reserved for receiving documents.

Tip: Many co-working spaces in Lisbon will allow you to use their address as your business address, also an upside is that this address can be the same as your home address.

Step 4.  Name selection of your future Company in Portugal

In Portugal there are two paths that you can follow. The first one is simple – you can choose a name from the list of pre-approved names. It is available online in the government services website justice.gov.pt (with an English version too). If you do not like any of the pre-approved names, you can always create a custom one and request a company name certificate that will be valid for 3 months after the issue date (this is also done online on the government services website).

Step 5. Drafting memorandum of understanding (MOU)

Before incorporating, you must prepare and draft the MOU of the company where you have to  define the activities and responsibilities along with shares ownership. Shareholders can sign documents physically or using a legal representative signing on behalf of a power of attorney.

Step 6. Signing documents and MOU

Founders and Shareholders can sign a memorandum of Understanding by visiting the IRN office or a legal representative signs on behalf with a power of attorney, it’s also possible to sign the documents at a Portuguese consulate abroad.

Step 7. Pay state fees and register

Once you have a name and address you need to formally register your company with the Portuguese Government.

You can complete registration online, on the government services website. Or you have the more “traditional” way – where you go physically to the local office and file the registration there, this process is referred to as “Empresa na hora” and literally translates to “Business on the spot”. Regardless of the option you choose, you will have to pay the state fee of 360 euro.

Step 8. Get Company certificate of registration

Once completed the creation process, founders can download the permanent certificate of the company online using an access code from www.eportugal.gov.pt/empresas/Services/Online and drive to the subsequent stage of business operation in Portugal.

Step 9.  Apply Beneficiary certificate

The RCBE declaration must be completed by all entities incorporated in Portugal or wishing to do business here. It is also in this option that, if you wish, you can make an amendment to the declaration or carry out the annual confirmation. From 2021 it’s not possible anymore to open a bank account without RCBE. The digital certificate can be processed by a lawyer, a solicitor or a notary.

Step 10.   Open a company bank account and deposit the initial capital

To start banking transactions between you and your business partners or clients, you should have a company bank account in Portugal

Step 11.   In panel certified accountant

In Portugal you are obliged by law to employ a certified local accountant. First of all an accountant is needed to declare the start of the commercial activity for your newly formed company. Please note that according to the Portuguese legislation you will also need to be using registered accounting software that is digitally linked to the tax authorities.

The typical activities of an accountant include  :

  1. Generating invoices (green receipts).
  2. Declare the social security amount to the competent authorities every month.
  3. Declare the VAT declaration to the tax authority Quarterly.
  4. Declare corporate and personal income tax Yearly to the relevant department.

5.Control Licensing, Permissions and Certifications as per professional needs.

Step 12. Apply for a Company Card and a Collective Card (the main business ID) from the IRN

Step 13. Declare commencement of activity at the local Tax Office

Step 14. Social Security registration

Registering your Foreign Company in Portugal 

If you want to open a branch or subsidiary of your company in Portugal you will need to register the branch with the IRN and the Commercial Registry Office.

If you own a business that has been operating in at least two EU countries for the last two years you can create a European Company. This allows you to easily expand into Portugal and other EU countries.

The following documents are necessary:

  • parent company’s incorporation documents
  • confirmation from the board of directors of the parent company
  • confirming the opening of the branch
  • a power of attorney

Once you have completed these steps, which should take no more than around 15 days, you can start running your business in Portugal. First check if your area of business activity has any additional requirements, such as a license or certain qualifications.

If you need help, we will provide you with a full range of services to support the opening and development of your business in Portugal and take care of the whole process from the very beginning. You only need to transfer power of attorney to our lawyer and you will receive the complete service package that encompasses all steps and subtasks related to company incorporation.

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