Does the manager of an Lda have to pay Social Security?

If the manager is remunerated, their registration with Social Security is mandatory, implying the monthly payment of the Single Social Tax (TSU) by the company and the manager. There are exemption situations, which must be analyzed on a case-by-case basis.

Can I use a name of my choice for the company?

Yes, but the name (firma) must be unique and approved by the National Registry of Collective Persons (RNPC). You will need to request a Certificate of Admissibility of Name, which proves its eligibility and exclusivity.

What is the difference between 'Empresa na Hora' and the traditional method?

'Empresa na Hora' is faster and cheaper but requires the use of pre-approved and limited articles of association. The traditional method is more time-consuming and expensive but allows for full customization of the articles of association, making it more suitable for complex businesses.

Setting Up a Company in Portugal: Complete Guide 2024

By Hugo Ribeiro, Certified Accountant · Member of the Order of Certified Accountants · HVR Business Consulting

Introduction to Setting Up a Company in Portugal The decision to form a company is a fundamental milestone in any entrepreneur's life. Portugal, with its growing business ecosystem and investment incentives, presents itself as an attractive jurisdiction for creating new businesses. However, the incorporation process, although simplified in recent years, involves a series of legal, tax, and administrative steps that require careful planning and technical knowledge. Navigating the choice of legal form, drafting the articles of association, commercial registration, and initial tax obligations can…

Key Takeaways

Plan before incorporating: A solid business plan and the correct choice of CAE are crucial.
Choose the right legal form: The Private Limited Company (Lda) is ideal for SMEs due to limited liability and simplicity.
Don't neglect the articles of association: Invest in advice to draft a contract that prevents future conflicts.
Meet initial deadlines: Submit the Declaration of Start of Activity within 15 days and the Ultimate Beneficial Owner (RCBE) registration within 30 days.
Hire a Certified Accountant: It is a legal obligation and your greatest ally in tax and accounting management.
Calculate the real costs: Consider Social Security contributions (TSU) for managers and taxes (IRC, Surcharges) in your financial planning.

FAQ

How much does it cost to set up a company in Portugal?

The base cost of the 'Empresa na Hora' (On-the-Spot Company) service is €360. To this amount, you must add the fees of the mandatory Certified Accountant, costs for depositing the share capital, and any licensing fees. In the traditional method, lawyer/solicitor fees are also added.

Is it mandatory to have a Certified Accountant?

Yes, all commercial companies (Lda, SA, etc.) are legally required to have a Certified Accountant (Contabilista Certificado - CC) responsible for their accounting and for complying with tax obligations towards the Tax Authority.

Can a foreigner set up a company in Portugal?

Yes, any person, national or foreign, can set up a company in Portugal. It is only necessary for all partners and managers to obtain a Portuguese Tax Identification Number (NIF) before starting the process.

What is the minimum share capital for an Lda?

The minimum share capital for a Private Limited Company (Lda) is €1 per partner. However, it is highly recommended to set a higher share capital to provide credibility and initial financial capacity to the company.

What is the Central Registry of the Ultimate Beneficial Owner (RCBE)?

It is a mandatory declaration where the company identifies the natural persons who ultimately own or control it. It must be submitted within 30 days of incorporation and updated whenever there are changes.