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How to open a company in Portugal
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- How to open a company in Portugal
On-the-Spot Firm
1 hour
Balcões Empresa na Hora
360 €
Choosing the company name
1
Choosing a pre-approved articles of association template
2
Making an appointment and going to "On-the-Spot Firm" Desk
3
Preparing the articles of association and filing the commercial register
4
Appointment of a certified accountant
5
Online Company Online Company 2.0
10 minutes
220 €
Login to the Portal
Log in to the Portal using a Digital Mobile Key or a citizen’s card with an activated digital signature and enter your identification details. All members of the company to be set up must have a Digital Mobile Key or citizen’s card with activated digital signature. Alternatively, access can be granted by a lawyer, notary or solicitor.
1
Choose the company name
Indicate the desired name (you can enter 9 options) or choose the company name from the names available on the exchange of names and corporate names, or enter the access code to the certificate of admissibility if the name has been previously approved.
2
Enter the information requested
Select the type of memorandum and articles of association to be used and fill in the information requested: type of company, legal nature, registered office, corporate purpose, CAE code, share capital and identification of the partners and their spouses, the manager(s) or director(s) and the certified accountant. Indicate whether you wish to join an Arbitration Center to resolve any disputes, this being a voluntary option.
3
Validate the Social Pact
Validate the social pact, access to which is sent by email.
4
Sign digitally
Download the Social Pact, ensure that it is digitally signed by all the company’s participants and submit it in the relevant area, together with any other necessary documents.
5
Make your payment
Pay by bank reference, credit card or MBWay.
6
Types of companies
Single-Member Company | Limited Company | Public Limited Company | |
Number Of Participants | 1 | At least 2 | At least 5 |
Capital | minimum 1 € | minimum 1 € per member | Minimum of 50 thousand € |
Formalities Of Formation | Depositing the capital (until the end of the first economic year), of the publication and registration of companies | Depositing the capital (until the end of the first economic year), of the publication and registration of companies | Depositing the capital (before the establishment of the company or up to 5 working days in Empresa na Hora or online), of the publication and commercial registration |
Assets | The property of the holder and of the company are independent | The property of the holder and of the company are independent | The property of the holder and of the company are independent |
Members Liability | Limited to the capital amount | Limited to the share amount | Limited to the value of shares subscribed. |
Advantages | Freedom to fix the share capital | Freedom to fix the share capital | Separation of assets |
Absolute control of the business | Separation of assets | Easier transfer of securities representing the company | |
Separation of assets | Easier investment and easier access to finance | Easier raising of larger amounts of capital | |
Ease and low cost of incorporation | Company profit distributed in proportion to the share | ||
Disadvantages | Less tax advantages | Low autonomy of each member | High minimum share capital |
Organised accounting required | Fewer tax advantages | Greater dispersion of control over the company | |
Less facility for making investments and raising financing | Any of the partners can respond up to the total share capital | More expensive form of organisation | |
More difficulty in incorporation and dissolution due to the need for an agreement between the partners |
Most common types of companies
Public Limited Company
Limited Companies
The choice between the two depends:
The amount of share capital to be allocated;
The type of liability for company debts;
The number of existing members.
Questions you should ask when choosing:
What assets do I want to allocate to the business?
Do I want to be responsible for the risks of my activity?
Do I want to be alone in the project or have partners?
I want confidentiality as to the ownership of the share capital?
Do I have a need for borrowed capital?
Main taxes after the incorporation of the company
- Social Security Contributions.
- Refers to the monthly salary of each worker. It amounts to 34.75% of income, of which 23.75% is paid by the employer and 11% is withheld from the worker.
- General rate of 21%, to which must be added the municipal surcharge with a rate up to 1.5%, and the state surcharge (for companies with profits above 1.5 million euros). with a rate between 3% and 9%.
- It is levied on transactions of goods and services.
- Rate varies between 6% and 23% (depending on the type of goods or services offered by the company}.
IRC rates
Entities | Mainland Portugal | A. R. Madeira | A. R. Azores |
Resident entities and permanent establishments in Portugal of non-resident entities (1) (2) | 21% | 14,70% | 14,70% |
1) To this rate may be added the municipal surcharge (2) To this rate may be added the state surcharge
Municipal Surcharge
State Surcharge
Taxable profit (€) | Mainland Portugal | A. R. Madeira | A. R. Azores |
From more than 1.500.000 to 7.500.000 | 3% | 2,10% | 2,10% |
From more than 7.500.000 to 35.000.000 | 5% | 3,50% | 3,50% |
From more than 35.000.000 | 9% | 6,30% | 6,30% |
VAT rates
Rate | Mainland Portugal | A. R. Madeira | A. R. Azores |
Normal | 23% | 22% | 16% |
Intermediate | 13% | 12% | 9% |
Reduced | 6% | 5% | 4% |
Monthly fixed operating costs:
Salaries
Insurance contracts
Property taxes
Rentals
Hygiene and safety at work
Training
Accounting services
Licenses
Marketing
Security
Current expenses (electricity, water, telephone, Internet)
Administrative, legal and procedural expenditure
What is the cost of a worker?
The minimum wage in 2024 is € 820.
Autonomous Region of the Azores – € 861.
Autonomous Region of Madeira – € 850.
- The normal working hours of each employee may not exceed 40 hours per week and 8 hours per day.
- Workers are entitled to 22 working days holiday per year and 13 public holidays per year.
- The employee is entitled to holiday and Christmas bonus (each one corresponding to a full salary).
- That’s 14 salaries a year, for 11 months of activity.
- There are mandatory costs with Social Security (TSU of 23.75%) and with meal allowance (minimum value of 6 € in 2023).
- Add occupational accident insurance (not exceeding 1% of salary) and other mandatory costs for vocational training, occupational medicine and health and safety at work audit.
- Most of the employment links consist of:
- fixed-term employment contracts (fixed or uncertain);
- open-ended employment contracts.
- 90-day trial period for most employees.
Example of calculation:
– Cost of an employee with a basic salary of € 1 000
Basic Salary: 1 000 € x 14 months = 14 000 € / 12 months = 1 166,66 €
Social charges: 1 000 € x 23.75% = 237.50 € x 14 months = 3 325 € / 12 months = 277.08
Workplace accident insurance: 1 000 € x 1% = 10 € (monthly)
Food allowance: 6 € x 22 working days = 132 € x 11 months = 1 452 €/ 12 months = 121 €
Total monthly cost 1 166,66 € + 277,08 € + 10 € + 121 € = 1 574,74 €
Total annual cost = 18 896,88 €
Accounting system and audits
- Portuguese companies must keep their accounting records in Portuguese and must be organised in accordance with the accounting standardisation system.
- The books shall be kept under the responsibility of a certified accountant.
- All transactions of Portuguese companies must be reflected in the accounts with original supporting documents.
- Public limited companies and private companies are required by law to have their accounts audited by a statutory auditor (ROC) whenever two of three conditions are met for two consecutive years:
- Total net sales and other income exceeding 3 000 000 €:
- Total balance sheet value above 1 500 000 €:
- Total number of employees on average during the year exceeds 50.