Company Formation in Portugal
Last updated: 2026-04
Last updated: April 2026.
Portugal cut its headline corporate tax to 19% for 2026 and to 15% on the first €50,000 of SME profits. The dominant private company is the Lda — short for Sociedade por Quotas — and Empresa na Hora registers most of them in a single hour at a government balcão. Minimum share capital is €1 per quota. Foreign founders can hold 100% of the quotas, sit as the sole manager, and never reside in Portugal. The Autonomous Regions of Madeira and Azores apply a 13% CIT. Inland mainland SMEs qualify for 12.5%. Portugal is a full EU member state in Schengen, inside the euro, and inside the VAT union.
We form Portuguese Ldas end to end: NIF issuance for non-residents, name reservation, articles of association, Empresa na Hora or Empresa Online filing, NIPC and AT registration, RCBE beneficial-owner declaration, and a business bank account introduction. Fixed price, dedicated Portuguese-speaking manager, all government fees included.
| Quick facts | Value |
|---|---|
| Corporate Income Tax (IRC) — mainland standard | 19% (2026) |
| IRC — SME first €50,000 of profits | 15% |
| IRC — SME/start-up inland mainland | 12.5% |
| IRC — Madeira / Azores | 13% |
| VAT (IVA) | 23% standard / 13% / 6% reduced |
| Minimum share capital (Lda) | €1 per quota |
| Minimum share capital (S.A.) | €50,000 (30% paid at incorporation) |
| Minimum directors / shareholders | 1 manager, 1 quotaholder (Unipessoal Lda) |
| Residency requirement | None |
| Standard formation time | Same day (Empresa na Hora) or 1–2 days (Empresa Online) |
| Government fees | Included in our packages |
| Language of filings | Portuguese |
| Currency | Euro (EUR) |
Why Form a Company in Portugal
Portugal combines EU access, a falling corporate tax rate, and one of the fastest formation procedures in Europe. Four reasons foreign founders pick it.
A CIT rate on a glide path downward. Portugal cut the standard IRC from 21% to 20% for 2025, then to 19% for 2026. The government has signalled a further reduction to 17% by 2028. On top of that, SMEs — defined broadly in Portuguese law — pay just 15% on the first €50,000 of taxable profit from 1 January 2026. Few EU countries offer that combination of a falling rate plus a real SME band.
Regional and inland incentives that actually bite. Companies with effective management in the Autonomous Region of Madeira or the Azores pay 13% CIT. SMEs and start-ups operating in designated inland mainland territories pay 12.5%. These are not marketing labels. They are statutory rates in the Código do IRC available to any qualifying company, Portuguese-owned or foreign-owned.
Empresa na Hora. Portugal's same-day incorporation regime registers a Lda in roughly one hour at any IRN balcão. Name, articles, tax number, and commercial registration all issue during the appointment. That is faster than Estonia, faster than Ireland, and considerably faster than Spain, Italy, or France.
EU access plus a Portuguese-speaking commercial network into Brazil and Lusophone Africa. A Portuguese Lda invoices freely across the EU under reverse-charge VAT, accesses the Parent-Subsidiary and Interest & Royalties Directives, and opens doors into Brazil, Angola, Mozambique, and Cape Verde that few other EU jurisdictions match. Lisbon is a five-hour flight from São Paulo and shares a legal heritage that matters for commercial arbitration.
The trade-offs: filings are in Portuguese (we handle this), non-resident directors generally need a fiscal representative and a NIF before anything else, and the AT — the Autoridade Tributária — runs a mature digital reporting system (SAF-T, ATCUD, QR-coded invoices) that requires certified billing software from day one.
Company Types Available in Portugal
Portuguese commercial law recognises five practical forms. For the overwhelming majority of cf24 clients, a Lda or Unipessoal Lda is the right answer.
Lda (Sociedade por Quotas)
The standard private limited company. Capital divided into quotas, not shares. Minimum of two quotaholders, minimum nominal value €1 per quota, no statutory minimum aggregate capital. Limited liability up to the capital subscribed. One or more gerentes (managers) run the company — they can be foreign individuals or foreign companies. Annual filings go to the Registo Comercial and to the AT (Modelo 22 corporate tax return plus IES informational declaration). Audit only required above thresholds (turnover above €3m, balance sheet above €1.5m, 50+ employees — two of three across two consecutive years).
Unipessoal Lda (Sociedade Unipessoal por Quotas)
Single-member Lda. One shareholder, one manager, often the same person. Minimum capital €1. All the limited-liability protection of the Lda without needing to introduce a second quotaholder. This is the most common cf24 vehicle for solo founders, consultants, and single-shareholder subsidiaries of foreign groups. It is the Portuguese equivalent of a UK private Ltd with a single director-shareholder.
S.A. (Sociedade Anónima)
Public limited company. Minimum share capital €50,000, of which 30% must be paid up at incorporation and the balance within five years. Requires at least five shareholders (or a single corporate shareholder). Mandatory statutory auditor, and either a standalone supervisory board or an audit committee. The S.A. is the vehicle for companies planning to list on Euronext Lisbon, raise regulated public capital, or run regulated financial activities.
SGPS (Sociedade Gestora de Participações Sociais)
Portugal's holding-company regime. An SGPS can take the form of an Lda or an S.A. but must restrict its object to holding participations in other companies. SGPS entities access the participation exemption on dividends and capital gains from qualifying subsidiaries (5% holding, 12 months). Useful for founders building a Portuguese holding above an operating company or a pan-European structure.
Sucursal (Branch)
A foreign company's Portuguese branch. Not a separate legal entity — the parent's balance sheet and liability extend to the branch. Subject to IRC only on Portugal-source income. Used when a foreign group needs Portuguese presence without a separate subsidiary.
| Form | Min capital | Liability | Tax | Common use |
|---|---|---|---|---|
| Lda | €1 per quota | Limited | IRC (19% / 15% SME) | Default — SMEs, holdings, foreign subs |
| Unipessoal Lda | €1 | Limited | IRC | Solo founders, single-shareholder subs |
| S.A. | €50,000 | Limited | IRC | Listed cos, regulated financial, large unlisted |
| SGPS | As Lda or S.A. | Limited | IRC (participation exemption) | Holding structures |
| Sucursal | n/a | Parent's | IRC on PT-source income | Foreign group presence |
For founders who need to trade immediately rather than wait for fresh registration, our sister brand offers pre-incorporated Portuguese Lda companies that can transfer in a few business days.
Step-by-Step Formation Process
A typical Lda formation for a non-resident founder follows these steps.
- NIF issuance for each founder. Every shareholder, manager, and ultimate beneficial owner needs a Portuguese NIF (Número de Identificação Fiscal). Non-residents outside the EU/EEA also need a fiscal representative to obtain one. We arrange both as part of the package — a NIF is typically issued within 24 to 72 hours.
- Name reservation. Either pick an approved name from the Empresa na Hora catalogue (instant, no fee discussion) or apply to the Registo Nacional de Pessoas Coletivas for a custom name certificate. Custom names take 2 to 5 business days.
- Articles of association. We draft the pacto social — the constitutional document — covering object, capital structure, quota allocation, manager appointments, and any special clauses on quota transfers, dividend waterfalls, or minority protections. Standard templates are available for speed; custom wording is used where founders need tailored governance.
- KYC and founder documentation. Each founder provides a passport, proof of address dated within three months, and a signed RCBE declaration. Corporate shareholders provide apostilled certificates of incorporation, registers of directors, and UBO confirmation. Foreign documents require a certified Portuguese translation — we arrange via a tradutor ajuramentado.
- Filing. Two routes. Empresa na Hora completes the full registration in a single appointment at any IRN balcão (roughly one hour) and issues the commercial certificate on the spot. Empresa Online files through the Portal do Cidadão and takes 1 to 2 business days — this route requires a qualified electronic signature for each founder, which we provide for non-residents.
- Post-incorporation registrations. We submit the RCBE beneficial owner declaration within the statutory 30-day deadline, register the company's activity (CAE codes) with the AT, activate VAT (IVA) if required, file the start-of-activity declaration (declaração de início de atividade), arrange the corporate bank account, and set up certified billing software with ATCUD and QR-code compliance.
End-to-end timeline from KYC clearance to operating company with a bank account is typically 5 to 14 business days. The commercial registration itself can land on day 1 via Empresa na Hora. The bank account is usually the long pole — Portuguese banks generally require at least one manager to attend a branch in person.
Required Documents
For each quotaholder, manager, and ultimate beneficial owner:
- Passport or EU national ID (certified copy for non-residents signing remotely)
- Proof of residential address dated within three months
- Portuguese NIF (we arrange for non-residents)
- Signed RCBE declaration and tax residence declaration
- Qualified electronic signature for Empresa Online filings (we issue for non-residents)
For corporate quotaholders:
- Apostilled certificate of incorporation
- Apostilled certificate of good standing or current extract from the home-country commercial register
- Register of directors and UBO declaration
- Certified Portuguese translation of all foreign documents by a tradutor ajuramentado
- Board resolution authorising the Portuguese incorporation and appointing a representative
You also confirm the registered office address (we provide one in Lisbon or Porto if you do not have your own Portuguese address), the quota allocation, and the CAE codes describing business activities.
Costs and Timeline
Portuguese formation costs depend on the route (Empresa na Hora versus Empresa Online), whether you need a fiscal representative (required for non-EU/EEA founders), whether you take a custom name (adds a few days), and whether ongoing accounting is needed — which it is, because every Lda must file Modelo 22 and IES annually even if dormant.
Our packages cover NIF issuance for non-residents, fiscal representation for the first year, name reservation, articles of association, full incorporation via Empresa na Hora or Empresa Online, registered office for year one, qualified e-signatures for non-resident founders, certified translation of foreign documents, RCBE filing, AT activity registration, VAT registration if applicable, bank account introduction, and the first month of certified-billing software setup. Contact us for a fixed-price quote — no hourly bills, no extras invoiced later.
Typical timeline from KYC clearance:
| Day | Milestone |
|---|---|
| 0 | Engagement, KYC submitted |
| 1–3 | NIF issued for each non-resident founder, fiscal representative appointed |
| 3–5 | Articles drafted, e-signatures issued, foreign documents translated, name reserved |
| 5–6 | Empresa na Hora appointment or Empresa Online filing — NIPC issued |
| 6–8 | RCBE declaration, AT start-of-activity, VAT activation if applicable |
| 7–14 | Bank account opened (variable per bank, typically requires a manager branch visit) |
Tax Overview for Portuguese Companies
Portuguese corporate taxation moves on a multi-year downward path. The 2026 picture is the most competitive it has been in a decade.
Standard IRC: 19% on mainland taxable profits. Reduced from 20% in 2025 as part of a gradual reduction targeting 17% by 2028. Applies to any company that does not qualify as an SME or is above the €50,000 first-bracket limit.
SME rate: 15% on the first €50,000 of taxable profit for qualifying small and medium-sized enterprises and small mid-caps, down from 16% in 2025. Profits above the threshold fall to 17% rather than the headline 19%. SME status follows the EU recommendation on SME definition — below 250 employees and either turnover up to €50m or balance sheet up to €43m. Start-ups qualify automatically in their first year.
Regional rates. 13% IRC in the Autonomous Regions of Madeira and the Azores. 12.5% for SMEs and start-ups with effective management in designated inland mainland territories (under the territórios do interior programme). Madeira's International Business Centre — a separate, EU-approved regime — offers a 5% IRC rate on qualifying international activities through 2027, subject to substance and employment conditions.
Municipal and state surtaxes. A Derrama Municipal of up to 1.5% is imposed by most municipalities on taxable profit. A Derrama Estadual applies progressively to larger profits — 3% on €1.5m to €7.5m, 5% on €7.5m to €35m, and 9% above €35m. Most cf24 clients never reach these thresholds.
VAT (IVA) is 23% standard on the mainland, 13% intermediate (restaurants, wine, cultural events), 6% reduced (books, medicines, essential accommodation). Madeira uses 22% / 12% / 5% and the Azores 16% / 9% / 4%. The mandatory VAT registration threshold is €15,000 of annual turnover for residents; non-residents must register from the first transaction. VAT grouping for affiliated Portuguese companies becomes available from July 2026.
Withholding tax. 25% on dividends to non-resident corporate shareholders, reduced to 0% for qualifying EU parents under the Parent-Subsidiary Directive and to 5–15% under most of Portugal's 80+ double-tax treaties. Participation exemption removes Portuguese tax on outbound dividends where the shareholder holds 10% for 12 months and is resident in an EU/EEA jurisdiction or a treaty country with a tax rate above 60% of the Portuguese rate. Interest and royalties to non-residents: 25% domestic, reduced to 0% under the EU Interest and Royalties Directive or 5–12% under treaties. Payments to blacklisted jurisdictions attract a punitive 35% rate. Hong Kong, Liechtenstein, and Uruguay were removed from the blacklist with effect from 1 January 2026.
Certified billing and e-invoicing. All Portuguese companies must issue invoices through AT-certified software with an ATCUD code and QR code. From 1 January 2026, micro and SME suppliers to the public sector must e-invoice for B2G transactions. QES (qualified electronic signature) on PDF invoices becomes mandatory from 1 January 2027 — postponed from the original 2026 deadline. The mandatory annual SAF-T accounting file for 2026 transactions is now due in 2028, giving companies an extended adaptation window.
Banking for Portuguese Companies
Portuguese business banking is dominated by five domestic banks plus strong EU subsidiary banks. Onboarding for non-resident-controlled companies usually requires a NIF (which we arrange) and at least one in-person branch visit by a manager.
Caixa Geral de Depósitos (CGD) is Portugal's largest bank and the state-owned leader. The most extensive branch network in the country, strong treasury services, and a dedicated non-resident desk. CGD is generally conservative on non-resident-controlled foreign-owned companies — it asks for more substance documentation than private banks but is the standard choice for companies with real Portuguese operations.
Millennium BCP is the largest private bank and the most cf24-friendly for international founders. Dedicated International Clients service, strong English-language corporate desk, digital onboarding for residents, and structured onboarding for non-residents through any Lisbon or Porto branch. Our first-call bank for most Portuguese Ldas.
Novobanco has rebuilt around an expat-friendly model since its restructuring. English-speaking staff, a clear Welcome package for new residents and non-residents, and faster corporate onboarding than CGD for companies that pass initial KYC.
Banco Santander Totta brings Spanish-parent international experience and is comfortable with foreign corporate shareholders, particularly those with Iberian cross-border operations. BPI (CaixaBank group) offers strong corporate service with European integration, and ActivoBank (Millennium BCP's digital arm) handles smaller accounts fully online.
Wise Business and Revolut Business are the leading EMI alternatives — fully remote onboarding, EUR IBAN plus multi-currency balances, integrated SEPA and SWIFT. Suitable for cross-border e-commerce, SaaS, and consulting businesses without heavy domestic Portuguese payment volume. Neither provides lending, so founders needing credit lines should pair an EMI with a domestic bank for borrowing capacity. Most cf24 Portuguese clients end up with Millennium BCP or Novobanco as the primary account plus a Wise Business account for multi-currency operations.
Frequently Asked Questions
How long does it take to register a Portuguese Lda?
Via Empresa na Hora, the commercial registration completes in roughly one hour at an IRN balcão. Via Empresa Online, it takes 1 to 2 business days. Including NIF issuance for non-residents, articles drafting, certified translation of foreign documents, and bank account opening, our typical end-to-end timeline is 5 to 14 business days from first contact to a fully operational company.
What is the minimum share capital for a Portuguese Lda?
The statutory minimum is €1 per quota. A Sociedade por Quotas needs at least two quotaholders, each holding at least one €1 quota. A Sociedade Unipessoal por Quotas — the single-member variant — needs only one €1 quota. For a Sociedade Anónima (S.A.), the minimum share capital is €50,000, of which at least 30% must be paid up at incorporation.
Can a foreigner open a company in Portugal?
Yes. Portuguese company law imposes no residency, citizenship, or work-permit requirement on quotaholders or managers of a Lda. A non-resident foreigner can be the sole quotaholder and sole manager from day one. The only practical precondition is a Portuguese NIF, which we arrange for every non-resident founder via a fiscal representative as part of our standard package.
What is the corporate tax rate in Portugal in 2026?
The mainland headline IRC is 19% from 1 January 2026, reduced from 20% in 2025. SMEs pay 15% on the first €50,000 of taxable profit and 17% above. Companies with effective management in Madeira or the Azores pay 13%. SMEs and start-ups in designated inland mainland territories pay 12.5%. Municipal and state surtaxes apply to larger profits.
What is Empresa na Hora?
Empresa na Hora is Portugal's same-day incorporation service, run by the Instituto dos Registos e do Notariado. At a single appointment at any IRN balcão — roughly one hour — the company receives its name, articles of association, NIPC (company tax number), and commercial registration. The founders leave with a valid commercial certificate. It is one of the fastest incorporation procedures in the European Union.
Do I need a Portuguese bank account for my company?
Portuguese law does not mandate a Portuguese bank specifically — a Lda can operate from a foreign or EMI account with an IBAN. In practice, the AT expects tax payments from an account linked to the company's NIPC, and Portuguese suppliers prefer SEPA direct-debit from domestic accounts. Most operating Ldas pair a domestic bank (Millennium BCP, Novobanco, CGD) with an EMI (Wise Business, Revolut Business) for multi-currency flows.
What is the RCBE and when do I file it?
The RCBE (Registo Central do Beneficiário Efetivo) is Portugal's Central Register of Beneficial Owners. Every Portuguese company must declare its ultimate beneficial owners — natural persons holding more than 25% of quotas or voting rights, or otherwise exercising control. The initial declaration is due within 30 days of commercial registration. Annual confirmation is required by 31 December each year. Non-compliance carries fines and blocks access to public services.
Get Started — Form Your Portuguese Company
A fixed-price quote in 60 seconds. NIF issuance for non-residents, Empresa na Hora or Empresa Online filing, RCBE declaration, and bank account introduction — all covered. SME status and inland/regional incentives assessed during onboarding if they suit your structure.
Call +48 2222 5 2222 or email [email protected] to start. Most Portuguese Lda formations are complete and operating with a bank account within 14 business days.
Content prepared by Aleksandra Kowalska, Corporate Client Service. Approved by Tomasz Bielski, Managing Director.
Looking for a faster route? Our sister brand offers pre-incorporated Portuguese Lda — pre-incorporated and transferable in days.