Portugal Sociedade por Quotas (Lda) Company Formation

Sociedade por Quotas (Lda) are equivalent to Private Limited Companies in other jurisdictions and remain the most popular vehicles for local and foreign investors to conduct business in Portugal.

There are no restrictions on the percentage of foreign ownership of Portuguese companies. It is possible to incorporate a company that is fully owned by non-residents, whether a corporation or individual.

Company Name

All names must be approved by the National Registry of Companies and three names must be proposed for approval, with the Registry deciding at its discretion the most appropriate name. The corporate name must reflect the companies proposed activities. Once the name is approved the Registry will issue a certificate of registration along with a provisional tax registration card.

Registered Office

All companies require a registered office in Portugal where official letters may be sent and where tax forms are executed and where all financial and reporting documents such as accounting records and company registers must be kept. As part of our incorporation package we can provide a registered office in Portugal.

Directors

Only one director is required and there are no nationality or residency restrictions. Company registers must be kept at the registered office but director registers are not available for public inspection.

Shareholders

Only one shareholder is required for a company in Portugal and this person may also be the director. There is no maximum number of shareholders and no restriction on the nationality and residency of the shareholder. Shareholders may be individuals or corporate bodies.

Accountant

Portuguese company law states that an LDA must appoint a company accountant responsible for its accounts. We can refer you to an accountancy firm if required.

TIN – Tax Identification Number

Obtaining a Tax Identification Number is the first step that must be taken by all individuals wanting to form a Company in Portugal.

The company will also be granted a TIN, it is also the Companies corporation tax reference number, their VAT registration number and the company registration number.

Bank Account Introduction

We can assist with the intermediation between clients and banks within Portugal. Assisting with organisation of necessary due diligence for a successful application.

Share Capital

The minimum share capital is €5000 and this must be paid upon incorporation. A reserve is required with the purpose of absorbing any losses and 5% of profits must be added to this reserve each year.

Company Secretary

Having a company secretary is only required for a Listed Company, otherwise it is not a requirement to have a Company Secretary when forming a Portuguese Company.

It is recommended though where the company does not have a Director resident in Portugal.

Filing Requirements

Annual financial statements must be filed online with the Finance Ministry for the previous reporting year by June. Auditing is not required if the company does not exceed a certain size.

Timescale

The Portuguese company formation process typically takes 4 weeks.

This includes the opening of a business account and filing the company with the tax office.

Portugal Company Formation fees

Portugal Sociedade por Quotas (Lda) Company Formation – 4 weeks

  • Obtaining the Certificate of Approval of your company’s name from the National Registry of Collective Persons (RNPC)
  • Obtain from the RNPC the identification card of company
  • Sign the deed of incorporation in the presence of a notary public
  • Registration at commercial registry
  • Public announcement in national newspaper
  • Drafting and signing the Statutes
  • Appointing our Public Registered Accountant – to complete and sign Form 1 for the declaration of Start of Activity
  • Preparation of Company Registration Forms
  • Filing documents with The Companies Registry
  • Appointment of Directors
  • All documents and certificates supplied in a professional folder
  • Delivery of documents by FedEx / DHL
£2800
Additional Services
Company Administration & Registered Office (required)£850
Notary Fees£800
Registration to obtain an intra-Community VAT number and register for taxes

Assistance with a bank account

Government Fee

£500

£750

£360

Additional Services
Company Administration

  • Provision of the Registered Office in Portugal
  • Compliance with local domicile requirements
  • Maintaining statutory records
  • Maintenance of Shareholder Register
  • Statutory Due-Diligence
  • 12 months basic consultation
  • Ensuring that your company is kept in good standing through payment of the annual government fee and filing of annual documents
  • Government Fee
 

 

£850

 

 

£360

Directors Register Maintenance£175

 

The company will be incorporated using your chosen name and we ensure that the procedure is as simple for our clients as possible.

The whole incorporation process can be arranged online and we will administer the preparation and filing of all registration forms on your behalf.

Upon receipt of the filing confirmation from the Companies Registry, we will email you with the incorporation details and then forward the premium binder containing all the official certificates and documentation.

Proof of Identity

As part of our due diligence, we require proof of identity in the form of a passport copy for all directors and shareholders of the company.

Travel

Although not a requirement, it is highly recommended to travel to Portugal to incorporate for the purposes of notarising incorporation documents, presenting identification of the company members and opening a corporate bank account.

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