Europe · Company formation

Company formation in Portugal

This suits an EU operating or holding company seeking access to EU directives, including the parent-subsidiary directive and the participation exemption, along with a wide treaty network. The Madeira IBC offers a 5% rate on qualifying international activity.

Last verified July 2026

At a glance

Entity
Sociedade por Quotas (Lda) — private limited company; a sole owner uses the Unipessoal Lda variant
Corporate tax
19% on the mainland (2026, cut from 20% in 2025); SME reduced rate 15% on the first EUR 50,000. Madeira/Azores general rate 13%; the Madeira IBC free-zone regime gives 5% on qualifying income to 2033. Add a municipal surtax up to 1.5% and a state surtax of 3–9% on profits above EUR 1.5m. As of 2026.
Incorporation time
Same day (~1 hour) via Empresa na Hora with a pre-approved name; otherwise ~1–2 weeks through the online/traditional route, including NIF and banking steps
Minimum capital
Effectively none — EUR 1 per quota (EUR 1 for a single-member Unipessoal, EUR 2 for a two-member Lda); freely set in the articles
Resident director
Not required — no residency requirement for directors (gerentes) or shareholders
Audit
Exempt unless the company exceeds two of three thresholds — total assets EUR 1.5m, net turnover EUR 3m, 50 employees — for two consecutive years, when a ROC statutory auditor is required
Remote set-up
Mostly — every founder first needs a Portuguese NIF (non-EU/EEA persons appoint a resident tax representative); incorporation can then be handled by POA to a local representative, as the Empresa na Hora counter step is otherwise in person
Government fee
EUR 360 registry fee (Empresa na Hora, same-day, pre-approved name); the traditional route adds a EUR 75 name-approval certificate. As of 2026.
Best for
This suits an EU operating or holding company seeking access to EU directives, including the parent-subsidiary directive and the participation exemption, along with a wide treaty network. The Madeira IBC offers a 5% rate on qualifying international activity.

The process

  1. Obtain a Portuguese tax number (NIF) for each foreign shareholder and director; non-EU/EEA persons appoint a resident tax representative
  2. Reserve a company name (Certificado de Admissibilidade) or select a pre-approved name from the Empresa na Hora list
  3. Incorporate: sign the articles and register with the Commercial Registry — same day at an Empresa na Hora counter, online, or by POA
  4. Subscribe the share capital (it may be deposited within the first financial year rather than up front)
  5. File the commencement-of-activity declaration with the tax authority (AT) and register for VAT
  6. File the beneficial-owner declaration (RCBE) within 30 days and open a corporate bank account
What can go wrong
  • The mainland rate was cut from 21% (2024) to 20% (2025) to 19% (2026), with further reductions floated — confirm the current rate at the time of filing.
  • The Madeira IBC 5% rate demands genuine substance (job creation plus, in most brackets, EUR 75,000 in fixed-asset investment); the licensing window closes 31 Dec 2026, with benefits running to 2033.
  • Opening a corporate bank account is the practical bottleneck for non-resident-owned companies — banks apply enhanced due diligence and often require in-person KYC.
  • Effective management in Portugal is needed to claim treaty and EU-directive benefits; weigh home-country CFC exposure and the beneficial-owner (RCBE) filing.

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