Company Formation and Corporate Services in Portugal
Coordination of Company Formation, NIF, Banking and Ongoing Corporate Procedures for Foreign Investors
For foreign investors who wish to set up a company in Portugal or become a partner in an existing Portuguese company, the company type, partnership and management structure, tax numbers, commercial registry, bank account and commencement-of-activity procedures need to be planned together.
Canaydın Law Firm coordinates the obtaining of Portuguese Tax Identification Numbers (NIF) for foreign partners and managers, the determination of the appropriate company structure, the preparation of the formation documents, the carrying out of the company formation through authorized attorneys and other professionals in Portugal, the opening of the company bank account, and post-formation corporate procedures.
- Assessment of the Company Structure
- NIF and Formation Procedures
- Banking and Corporate Coordination
Who Is Company Formation in Portugal Suitable For?
Setting up a Portuguese company may be considered by those who wish to begin commercial activity in Portugal, build a corporate structure in the European Union market, relocate their existing business to Portugal, or support an entrepreneur application such as the D2 with a company structure.
Which Company Structure Can Be Chosen?
The company type is assessed according to the number of partners, the size of the investment, the management model, the capital structure and any plan to admit new partners or investors in the future. The main structures commonly used in Portugal are as follows:
Sociedade Unipessoal por Quotas
Single-Member Limited Company — A limited liability company structure with a single individual or legal entity as its partner. It is frequently considered for small and medium-sized activities that begin with a single investor.
Sociedade por Quotas
Limited Company (Lda.) — A company structure with two or more individual and/or legal entity partners, in which the capital is divided into shares (quotas). It allows partnership relations and management powers to be regulated in the company agreement.
Sociedade Anónima
Joint-Stock Company (S.A.) — A company type in which the capital is divided into shares/stock, which may be considered for larger-scale corporate structures or those in which the number of investors may grow.
The choice of company type should not be made on formation cost alone; the partners' liability, management and representation, capital, share transfer and the company's long-term operating model should be assessed together.
Preliminary Procedures for Foreign Partners and Managers
For foreign individuals or legal entities to be partners or managers in a Portuguese company, their identity, representation and tax number information must be correctly prepared in the formation file.
- Carrying out the Portuguese NIF procedures required for foreign individual partners and managers
- Examining the company's current formation and representation documents for foreign legal entity partners
- Determining the need for powers of attorney, apostilles and translations according to the file
- Planning the partnership percentages, managers / directors and powers of representation before formation
- Determining the registered office (sede) and the scope of activity in accordance with the formation documents
What We Do for You in Company Formation
Obtaining the NIF
The Portuguese Tax Identification Number (NIF) procedures required for the founding partners and managers are carried out.
Determining the Company Type and Partnership Structure
The options of a single-member or multi-member limited company and a joint-stock company are assessed, taking into account the purpose of the investment and the partnership structure.
Company Name, Scope of Activity and Formation Documents
The company name, scope of activity, partnership percentages, and management and representation structure are determined; the formation documents are prepared together with authorized professionals in Portugal.
Formation and Commercial Registry Procedures
The company formation and commercial registry procedures are carried out through an authorized attorney / legal professional in Portugal; after formation, the company's NIPC and commercial registry documents are obtained.
Commencement of Activity and Financial Advisor Coordination
The company's tax commencement of activity, accounting system and certified accountant (Contabilista Certificado) procedures are coordinated with an independent financial advisor in Portugal.
Beneficial Owner Declaration (RCBE)
The registration of the company's beneficial owner information within the required period after formation is coordinated with authorized professionals in Portugal.
Company Bank Account
The company bank account opening procedures are carried out with the relevant bank and professionals in Portugal. Opening an account is subject to the bank's KYC, source of funds and customer acceptance review.
Company Formation Process
- 01
Assessment of the Activity and Partnership Structure
The appropriate company type is determined by examining the planned activity, the number of partners, shareholding percentages, capital and management model.
- 02
Preparation of the NIF and Foreign Documents
The NIF procedures required for foreign partners and managers are carried out; the documents of the foreign company or individual, powers of attorney, apostilles and translations needed are prepared.
- 03
Company Name and Formation Texts
The company name, scope of activity, partnership percentages, and management and representation powers are determined, and the company agreement / formation documents are prepared.
- 04
Formation in Portugal and Commercial Registry
The formation is carried out through an authorized legal professional in Portugal via the appropriate formation channel, and the commercial registry entry is completed.
- 05
Commencement of Activity and RCBE
After formation, supplementary procedures such as the tax commencement of activity and the beneficial owner registration (RCBE) are coordinated with the certified accountant.
- 06
Company Bank Account
A bank file is prepared for opening a bank account in the company's name and the KYC process is followed up.
- 07
Ongoing Corporate Procedures
After the company begins operating, changes to partnership, management, capital, registered office, scope of activity and the commercial registry are carried out as needed.
Post-Formation and Ongoing Corporate Procedures
Once a Portuguese company has been formed, changes in the company's structure may need to be recorded in the commercial registry and with the relevant institutions in a timely manner. In this context, the following procedures can be coordinated together with authorized professionals in Portugal:
- Appointment, replacement or removal of managers / directors
- Share / quota transfers and changes in the partnership structure
- Capital increase or reduction
- Change of the company name, registered office address or scope of activity
- Amendments to the company agreement / constitutive documents
- Updating of beneficial owner (RCBE) information
- Updating of bank signature and authority information
- Ongoing commercial registry and corporate document procedures
Connection with the D2 Entrepreneur Visa
Forming a company in Portugal does not, on its own, give rise to a right to a D2 visa. However, in files where the applicant plans a genuine venture or commercial activity in Portugal, the company structure, the nature of the investment, financial resources and the business plan may be among the important elements of the D2 application.
In files with a D2 objective, company formation and the visa file should not be handled separately from one another; the company's scope of activity, partnership structure, banking transactions and business plan must be consistent with the application strategy.
Coordination with Professionals in Portugal and the Limits of Our Service
Canaydın Law Firm's Portugal company formation service covers the preliminary legal assessment of the investor and the company structure, the preparation of the foreign partner and company documents that must be prepared in Türkiye, the carrying out of NIF procedures, and the coordination of the formation, commercial registry, banking and corporate procedures in Portugal with the authorized local attorney, certified accountant and other professionals.
Procedures that, under Portuguese law, must be performed only by attorneys authorized in Portugal, a notary/solicitor, a certified accountant, a bank or other licensed professionals are carried out by the relevant independent professionals. Tax calculation, accounting, tax return and financial advisory services are not provided by Canaydın Law Firm.