Deposit minimum capital at a bank
Agency: Bank or post office (BNU)
Business owners are free to decide on the company’s capital, as per the Companies Law of May 2017. The minimum amount to be paid in for company registration must be equal to the sum of the quotas, which are set to be equal to or higher than USD 1.
Time and cost: 1 day, no charge
Register the company and apply for the registration certificate (CRC), tax identification number (TIN) and business license (AEA)
Agency: One-Stop Shop (Serviço de Registo e Verificação Empresarial, SERVE)
Entrepreneurs can apply for company registration at the One-Stop Shop (Serviço de Registo e Verificação Empresarial, SERVE). There is no cost for registration. The following documents must be submitted:
- Memorandum of Association;
- Shareholders’ IDs and, if married, proof of their matrimonial property regime;
- Shareholders’ taxpayer number (if any, otherwise it will be attributed by SERVE at the time of registration);
- Identification of the corporate bodies;
- Letters of acceptance for each member of the corporate bodies;
- Documents certifying that the company’s capital has been deposited;
- Map depicting the location of registered offices; and
- Certified copies of prior authorizations to conduct business, if applicable.
In accordance with Article 25 of the Commercial Registry Legal Framework, SERVE should review and register the company within 5 business days. However, in practice the process may take longer if any follow up questions may arise. At the end of the process, the registration documents can be collected at SERVE: registration certificate (Certificado de Registo Comercial, CRC), which indicates the company’s registration number, the tax identification number (TIN), the incorporation certificate and the business authorizations / licenses. For businesses considered to be of medium or high risk sectors, additional applications for a business license would apply.
Time and cost: 7 days, no charge
Publish the company’s information at SERVE’s website
Agency: One-Stop Shop (Serviço de Registo e Verificação Empresarial, SERVE)
Once the registration procedures have been completed, a summary of the information on the company’s registration (“resumo do registo”) is published by SERVE at the following website: http://www.serve.gov.tl/pt/new-registration.
Time and cost: 1 day, no charge
Register the company with the Ministry of Finance
Agency: Ministry of Finance (Ministério das Finanças)
Companies must be registered with the Ministry of Finance. During the incorporation process at the One-Stop Shop (SERVE), the TIN (tax identification number) is provided to the company. However, since 2013 companies are required to confirm their registration with the Ministry of Finance, after receiving the TIN. Confirmation of tax registration is required, for instance, to obtain a certificate of debts (“certidão de dívidas”), which is used for a number of interactions with government authorities.
Time and cost: 4 days, no charge
Obtain a company stamp
Agency: Sealmaker
The company stamp is not required by law and SERVE does not require it. However, in practice companies will need to have a company stamp (with the company’s logo) in order to interact with government agencies such as the Ministry of Commerce and Industry. This stamp can be procured from a private sealmaker.
Time and cost: 2 days (simultaneous with previous procedure), USD 10 – 15
Register the company and employees with Social Security
Agency: Ministry of Social Solidarity (Ministério da Solidariedade Social)
Both the company and its employees should be register with Social Security, as per Law 12/2016. The company, as the employer entity, has the obligation to undertake registration of itself and all of its employees. This is done by submitting the appropriate form, along with company’s registration documents, employees’ contracts and respective IDs.
Time and cost: 1 day (simultaneous with previous procedure), no charge
