With its strategic location, stable economic environment, and government support for entrepreneurship, Portugal offers an attractive framework for setting up a company.

However, setting up a company in Portugal requires a good knowledge of the fiscal, legal, and regulatory framework. 

With over three decades of experience and a multidisciplinary team specialized in supporting companies and investors with international exposure, NEWCO is the ideal partner to help you set up a business in Portugal.

What Are the First Steps to Setting Up a Company in Portugal?

Before setting up a company in Portugal, there are a few things you need to take into account, namely:

Research and Planning

Before setting up a company in Portugal, you should carry out comprehensive market research. Identify business opportunities, assess the competitive landscape, and understand the needs of your target audience.
Develop a robust business plan that describes your goals, strategies, and financial projections.

Type of Company

Portugal offers various legal structures for companies, including the sole proprietor, the limited liability company, and the public limited company.
There are advantages and disadvantages to each. Consider factors such as segregation of assets, liability, taxation, and administrative requirements before selecting the most suitable legal form for your company.

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Taxation of Companies in Portugal

It is essential to understand the tax obligations associated with running a business in Portugal. Portuguese companies are subject to direct and indirect taxes, such as corporate income tax (IRC), VAT, and stamp duty, among others. There are also autonomous taxes, surcharges, and other taxes to consider.

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Labor Regulations

Understanding and complying with the requirements of Portuguese labor legislation is crucial for investors looking to set up a company in Portugal and hire a local team.
Like any other country, Portugal has specific regulations governing employment practices, working conditions and workers' rights.
Abiding by these laws not only guarantees legal compliance, but also promotes a positive and harmonious working environment. 

Licensing

Some companies need specific licenses and permits to operate legally. Identify the relevant licenses for your sector and ensure compliance with regulatory standards.

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Opening a Business Bank Account

Portuguese companies are obliged to have a business bank account to manage transactions with the state, pay salaries and expenses and receive income. 

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How to Set Up a Company in Portugal 

In Portugal, companies can be set up in person or online at the services of the National Registry of Legal Persons. 

Due Diligence

The process of setting up a new company in Portugal begins with a crucial step: the due diligence procedure. Mandated by Portuguese and European Union regulations, this process involves analyzing all the stakeholders who will play a key role in the future company. 

This analysis guarantees compliance with the legal and regulatory requirements and with the internal policies of each company, establishing a solid and secure basis for the development of future activity in Portugal.

Step 1 - Approval of the Name and Issue of the Certificate of Admissibility 

Firstly, you have to obtain approval for the name and purpose of the future company. The application is made using a specific form or online, where three different names are proposed, in descending order of interest. The company's purpose is also submitted for approval. 

Step 2 - Preparing and Signing the Articles of Association

The articles of association set out the rules that will govern the structure of the company, the decision-making processes, and the dynamics between the partners or shareholders.

It is important to ensure that the articles of association offer flexibility, control, and adaptability to the growth of your business. As such, it is advisable to customize the wording, taking into account the current and potential specificities of the company you intend to create. 

The incorporation of a company is formalized when all the partners or their representatives sign the articles of association. The signatures of all partners or their representatives must be recognized in person.

Step 3 - Company Registration

The company only has legal personality once it has been registered. Therefore, once the articles of association have been signed, the act must be registered with the respective Commercial Registry Office. This registration can be requested online. The Registry Office will apply for its publication.

Step 4 - Declaration of Commencement of Activity

The Declaration of Commencement of Activity, communicating the start of activity for tax purposes, is submitted online or in person on a specific form at the Tax Office (in the latter case, the form must be signed by a Chartered Accountant).

Step 5 - Beneficiary Registration

After setting up a company in Portugal, you must register with the Central Registry of the Effective Beneficiary (RCBE), which identifies the natural persons who directly, indirectly, or through third parties exercise control or ownership over the company.

This registration is in line with Directive 2015/849 of the European Parliament and of the Council of the European Union and must be carried out within 30 days of the company's commercial registration.

Step 6 - Register with Social Security

Registration of the company and its employees as Social Security contributors.

  • Competent authority: Portuguese Social Security
  • Deadline: 10 days from the date of the declaration of commencement of tax activity.

What Does it Cost to Set Up a Company in Portugal?

There are various costs associated with starting a business. The costs of opening a company in Portugal will depend on the type of company and how it is set up, as well as other factors such as the number of partners and the number of assets and properties that the company registers in its name.

Enlist the help of a local partner to create your company.

We have over 30 years' experience in setting up companies in Portugal. Contact us today!

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