Business entities in Portugal
There are several ways of doing business in Portugal, the most common being the setting up of a limited liability company in Portugal. Alternatively, foreign entrepreneurs willing to raise capital can also incorporate a public limited company. Our corporate Clients can also contact us to register a branch in Portugal or a representative office if they do not plan to conduct commercial operations in this country. In all cases, Healy Consultants will assist our Clients with choosing the optimal type of business entity for their Portugal business setup projects.
The Portuguese limited liability company (SpQ)
- The Portuguese LLC is commonly used to setup a small business in Portugal. Only one director and one shareholder are required to start such type of entity, and both can be of any nationality. Please note that corporate directors and shareholders are also permitted. Our Clients find it also cost-efficient to setup a Portuguese LLC, as only €1 of share capital is required for that matter;
- After Portugal company setup, our Client will not be required to go through an annual audit, if his company has met two of the three following thresholds during the two preceding years: i) total assets below €1.5 million ii) total revenue below 3 million and iii) less than 50 employees.
The Portuguese publicly-limited company (SA)
- Forming a Portuguese PLC require a share capital of €50,000 and either 1 corporate or 5 individual shareholders, whom can be of any nationality. Such type of entity must also appoint at least two directors, unless its share capital is below €120,000. Healy Consultants recommends this entity for promoters intending to i) raise a significant amount of funds to finance expansion of their business in Portugal or ii) introduce their company on the Lisboa Stock Exchange or another EU stock exchange;
- All PLCs in Portugal are required to go through an annual audit. To give your company a marketing edge, Healy Consultants recommends our Clients establish a Portugal PLC instead of an LLC.
European stock corporation (sociedad europeia)
Two EU based companies can choose to incorporate as a European Stock Corporation. A minimum share capital of at least €120,000 will be required. The main advantage of this business entity is that our Clients will be exempted from setting up a complex network of subsidiaries under different national laws.
A Portuguese branch office can be 100% foreign owned. The scope of operations for this entity will be defined by the parent company. The branch office will have an independent management team and can open a corporate bank account in Portugal.
Representative office (escritório de representação)
The Portuguese representative office is not allowed to pursue production-related or commercial activities. Consequently, this entity can only engage in i) market research and ii) promoting the business of the represented overseas company.
Table of comparison between Portugal entities
|Also known as||SpQ||SA||Sucursal||Escritório de representação|
|How long to set the company up?||2 weeks||3 weeks||3 weeks||3 weeks|
|How long to open company bank account?||4 weeks||4 weeks||4 weeks||4 weeks|
|Minimum paid-up share capital?||€1||€50,000||0||0|
|Must File annual tax return?||Yes||Yes||Yes||No|
|Corporate Bank Account?||Barclays||Deutsche Bank||BNP Paribas||Caixa General de Depositos|
|Does our Client need to travel?||No||No||No||No|
|Resident director required?||No||No||No||No|
|Resident shareholder required?||No||No||No||No|
|Minimum directors allowed?||1||1||1||1|
|Minimum shareholders?||1||1 corporate or 5 individuals||1||1|
|Corporate shareholders allowed?||Yes||Yes||Yes||Yes|
|Corporate director(s) allowed?||Yes||Yes||Yes||Yes|
|Portugal Corporate Tax Rate?||21%||21%||21%||0%|
|Annual financial statements required?||Yes1||Yes||Yes1||No|
|Statutory audit required?||Yes||Yes||Yes||No|
|Allowed to issue sales invoices?||Yes||Yes||Yes||No|
|Allowed to sign contracts?||Yes||Yes||Yes||No|
|Allowed to import and export goods?||Yes||Yes||Yes||No|
|Can rent an office in Portugal?||Yes||Yes||Yes||Yes|
|Can buy Portugal property?||Yes||Yes||Yes||No|
|Can own equity in other Italian companies?||Yes||Yes||Yes||No|
|Total Portugal business setup costs in Yr. 1||€11,750||€12,850||€12,400||€11,450|
|Subsequent annual costs (incl. accounting and tax fee)||€3,550||€3,750||€3,700||€3,700|
|Sample Engagement fee Invoice|
1 Audit requirement is waived for companies meeting two of the three following thresholds: i) total assets below €1.5 million ii) income below €3 million and iii) number of employees below 50;