Start a business Portugal

How to start a company in Portugal for the golden visa

Starting a company in Portugal and create 10 jobs for the next five years is an option the get the golden visa in Portugal. After the economic effects of the corona crisis this option is even more supported by the government. 

 

This option is recommended if you already have a concrete business in mind or have experience in your home country and would like to expand / move to Portugal with the business. We from Pearls of Portugal help our clients to start the company and also guide you through the golden visa application process.


Types of companies

There are 3 types of singular companies with one owner:

 

1. Individual Entrepreneur (Empresário em Nome Individual)

  • Share Capital is not necessary because the person responsible for the company's accounts will always be the same;
  • If the Annual Income is less than 200.000,00€ , you can opt for a Simplified Accounting regime, in which it is not mandatory to hire TOC - Chartered Accountant;
  • When the income is less than 10.000,00€, you can ask for IVA exemption;
  • The name of the company must be related with the partner's of the company name, with its full or abbreviated name. Can be added, as well, some details about the chosen activity.

2. Single Ownership Society (Sociedade Unipessoal por Quotas)

  • In this type of company, the single owner has total control of the business and all the share capital. Your personal assets do not mix with the company's responsibility;
  • The minimum share capital is 1€.
  • Being taxed in IRC, this type of company requires the hiring of a TOC - Chartered Accountant;
  • “Unipessoal” or “Sociedade Unipessoal” must be part of the company’s name.
  • It will be necessary to deposit the share capital, a constitutive act of the company, open an activity in the Finances and enrollment in Social Security. Opening a company bank account is equally important in these types of companies;
  • For those who want to obtain a higher profit, due to the higher risk;
  • In this type of company, more partners can be added later, being changed to a Private Limited Company (Sociedade por Quotas).

3. Individual Limited Liability Establishment (Estabelecimento Individual de Responsabilidade Limitada)

  • This type of company has only one responsible partner and there is a separation between personal and company assets;
  • Only in the event of insolvency of the company may there be a combination of assets;
  • For this type of company, the share capital must exceed 5,000.00€ and the cash portion must be more than 3,333.33€. At the time when the registration is requested, it is mandatory that the share capital be fully available in an account in the name of the company's partner for less than three months.

There are 5 types of companies with more than one owner:

 

Private Limited Companies (Sociedade por Quotas)

  • This type of company is formed by at least two people in which the company's assets are divided by all partners. Your liability is limited by the value of the share you hold
  • The company's share capital is at least 1€ for each partner
  • They fit into the same characteristics as a Unipersonal Private Limited Company

Anonymous Society (Sociedade Anónima)

  • In this format, Share Capital is divided by shares and the company's profits are distributed through the partners
  • Shareholders are free to deliver or sell their shares
  • The minimum number of partners for this type of company is 5 (five)
  • All partners have limited liability for the value of the shares they own, being the financial guarantee of the company
  • The share capital must be more than 50,000.00€
  • It must be present at the end of the company name “Sociedade Anónima” or “SA”
  • For the constitution it is necessary to celebrate a contract in which all partners or their representatives must be present for the act

Collective Partnership (Sociedade em nome Coletivo)

  • This company must be formed at least between two partners who are responsible for an unlimited amount. It includes all the assets of both, the company and the staff
  • Regarding the name of the company, at least the name of one of the partners must be placed. If it is not possible to put the name of all, “& Company” may also be used
  • There is no obstacle to the nationality of the partners, however, the partner cannot be integrated into any type of business with a similar activity, except for the approval of other partners
  • This type of company is constituted by the traditional method
  • There is no mandatory share capital and the partners can contribute to the company with assets and not just with money
  • Obtaining bank credit in this type of company is an easier process due to the partners' personal assets being able to be used in any eventuality of corporate debt

Limited partnership (Sociedade em Comandita)

  • This type of company is generated by the full responsibility of the partners, the Comanditados only contribute with services, assuming eventual debts of the company in an unlimited and equitable way. Comanditários contribute only with money and are liable for any debts depending on the share capital available. It is also the Comanditários who manage and establish the direction of the company
  • The share capital of this type of company is 50,000.00€
  • It can only be constituted by the traditional method and the constitution process takes longer

Cooperative (Cooperativa)

  • This type of company aims to satisfy the needs of the partners themselves. It is a non-profit company, but it does not prevent the existence of profit;
  • All partners are essential to make decisions;
  • Based on the Cooperative Code in Portugal, these types of companies operate in areas such as: Handicrafts; Credit; Housing and Construction; Agricultural; Culture; Social Solidarity; Commercialization; Consumers; Teaching; Services; Fisheries; Worker Production;
  • Members are responsible for the value of the capital they invest; The minimum share capital is 1,500€.

Activity code CAE

Activity Code CAE Portugal

Once the format to open the company in Portugal is established, it will be mandatory to define which group will belong. A company may have several formats or provide various services, so it is important to identify the type of activity to be developed.

 

CAE is a code used to differentiate activities in sectors and the company may purchase several codes. The list of codes and corresponding activities are available on the official Finances website or you can ask an accountant for support.

 

https://www.ine.pt/ine_novidades/semin/cae/CAE_REV_3.pdf


How to protect your brand in Portugal

Registering a trademark is the only way to legally protect your founded company from possible copiers and competitors, in addition to gaining space in the market. For this, it is necessary to look for the National Institute of Industrial Property (INPI) and make the request, which will be examined in accordance with the Industrial Property Law and other administrative resolutions of the agency.

 

Trademarks made up of words, letters, numbers, images or drawings, the shape or packaging of the product, sounds and colors may be registered, provided that they are appropriate to distinguish the products or services of a company from those of other companies.


How to actually start the company

There are two ways to open a company in Portugal: in person at public services called “Espaços Empresa” or at any Commercial Registry Office. You can also set up the company online, in “Empresas na Hora” on the website: https://eportugal.gov.pt. In the case of Cooperatives, they can also be set up online under “Cooperativa na Hora”.

 

When you register the company it is also possible to see if the name that you want for your company already exists or not. You’ll still have a list of names that you could choose from and in the future change it.

 

Not all types of companies can be set up online, having to be done in the traditional way:

  • Get the Admissibility Certificate;
  • Receive Company card;
  • Deposit the company's share capital;
  • Realization of the Pact or Constitutive Act of the Company;
  • Opening of activity;
  • Business Registration;
  • Registration with Social Security.

After the acquisition of all documents and the establishment of the company, it is also important to open a bank account where you can make transactions, payroll and, if necessary, apply for bank credit. Banks have different ways of proceeding in terms of fees and benefits. Some of the banks that you could work in Portugal are:

  • Santander Totta
  • Millennium BCP
  • Activobank
  • Caixa Geral
  • Novo Banco
  • Banco CTT

What kind of documents are needed?

It depends on the company format you want to set up. Some of the general documents necessary to form the company are:

  • All company owners must obtain the Tax Identification Number (NIF), purchased at any finance store. An identification document (passport, identity card) and proof of address is required for this. If you are not part of the EU, you will still need to have a Tax Representative who will accompany you in the acquisition of the NIF;
  • Commercial Registration (Registro comercial) where all company movements are made public;
  • Social Security Registration (Inscrição na Segurança Social) it is mandatory for all taxpayers, whether singular or collective;
  • Declaration of beginning of activity (Declaração de início de atividade) it is important for opening the activity and should be done in Finances;
  • Admissibility certificate (Certificado de admissibilidade) it is a mandatory document to prove admissibility;
  • Deposit of share capital (Depósito do capital social) company's source of monetary resources for an initial investment. It must be deposited in an account in the name of the company;
  • Preparation of the company's charter (Preparação do ato constitutivo de sociedade) optional document to present the identification of all the partners of the company;
  • Company card is a document that will be provided online or in person. You could find in the companies card: NIPC (company tax number), Social Security and Tax Identification number. Also present is the CAE and the respective dates of the company's creation.

Accounting

The support of a successful company depends on the type of accounting you want. You can have two types of accounting: Organized and Simplified.

 

  • In an "Organized Accounting" it is mandatory for companies that call themselves corporations, limited companies, individual entrepreneurs and companies with an income bigger than 200.000,00€. It is necessary to hire a certified professional - TOC. Public limited companies are always obliged to request an audit from a ROC - certified public accountant. Other companies with more than 50 employees, with sales more than 3.000.000,00€ and a balance sheet more than 1.500.000,00€ will also be subject to audit.
  • In "Simplified Accounting" it is not necessary to have a TOC to create the company.

Taxes

Taxes are also part of a company's costs, such as:

  • IVA - could be between 6%, 13% and 23%, depending on the type of product/service that your company offers
  • TSU - refers to the processing of wages and is paid to Social Security for each worker that the company has. It is taxed at 23.75% on the salary of each worker
  • IRC - it is the Corporate Income Tax. It is deducted from payments and profits made by companies - 21%

Pearls of Portugal

CEO Frederik Pohl

CEo Frederik Pohl

Are you interested in working with us? We are happy to help. Send us a message at:

 

info@pearlsofportugal.de or use the form. We will contact you without obligation via call, email or whatsapp. Please also check your spam folder, as some emails will accidentally land there.

 

You can also contact us under the Mobile number in Portugal: 00351-91414153  directly or via Whatsapp