Subsidiaries opened in Portugal are forms of businesses established by foreign companies who want to have a limited liability in the company’s actions.
A subsidiary registered in Portugal is considered a legal entity and can hire personnel and conclude contracts without the approval of the foreign company.
The main difference between a local company and a Portuguese subsidiary is that the capital of the last one is owned partially or entirely by the foreign company.
A foreign company with an EU country of origin can open subsidiaries that have the same rights and obligations as the local companies. For the rest of them, a declaration that the Portuguese companies may open subsidiaries under the same conditions is necessary.
The subsidiaries formed in Portugal can be registered as limited liability companies, private or public, in Portugal.
The private limited liability companies (sociedade por quotas) are forms of business adopted especially by small and medium sized companies in Portugal. At least two members must set up this type of business with a minimum share capital of EUR 5,000, divided into non transferable shares. The shares cannot be registered at the stock market and the liability of the members is limited by their contribution to the capital.
The public limited liability company in Portugal (sociedade anónima) is a form of business adopted especially by large corporations and requires at least EUR 50,000 as initial contribution and a minimum number of five shareholders in order to be incorporated. Just like in the case of the private limited liability companies, the liability of the founders is limited to the extent of their contribution, but the shares can be registered at the stock market and are freely transferable.
The registration of the Portuguese subsidiaries in the Commercial Registry is mandatory. A subsidiary opened in this country must have a unique name so it’s necessary to check the availability of the desired name. If the name is available, a reservation can be made.
The next step is registering the articles of association, the foundation deeds and the decision of opening a subsidiary with the local authorities, which will grant the registration for taxes, VAT and will release a certificate of registration. If all the documents are properly submitted, the process doesn’t take longer than one day.
The following step is registering for the Social Security Regional Center and sending a notification to the Labor Office. The employees must be registered at a private insurer for the workmen’s accident compensation insurance. The whole process of registration of a subsidiary in Portugal takes around five working days.