Foreign company: preparing an establishment in Portugal

Compare a subsidiary with a permanent representation

AICEP distinguishes a Portuguese company from a foreign company’s branch; a branch does not create a new legal person. Describe local activity, contracts, resources and planned personnel. State who would invoice customers and finance spending. These answers allow the establishment form to be examined against the intended operation instead of selecting whichever structure name sounds most familiar. They also make it easier to identify the matters requiring coordination with the parent company.

Prepare the parent company’s documents

For a foreign company becoming a shareholder in a new company, Justiça describes registry documents, articles and corporate decisions as applicable. Check their currency, authorised signatories and the requirements of the chosen procedure. Prepare an ownership and beneficial-owner chart. Add intended intragroup agreements and resources to be made available. Any translation or certification requirement should be checked document by document before a signing date is fixed or work is commissioned on incomplete records.

Prepare the Portuguese formation file

If the project leads to a new company, assemble shareholder identification, proposed ownership, management roles, the actual activity and intended address. Portugal’s online incorporation service requires shareholders to have a Portuguese NIF, among other conditions. Documents and signing options depend on the file, so check them before committing a date to customers. For a commercial company, also organise accounting and the start of activity with a contabilista certificado. Keep evidence of decisions available to the people preparing those steps.

Build a practical timeline

Set out the known dates and the dates that remain conditional: any relocation, contract expiry or renewal, intended formation and the first service delivery. For every action, record the responsible person, the document needed and the condition that allows the next step to proceed. Ask each adviser to specify their scope. The formation request becomes more useful when the business purpose, existing activity and timing constraints are described together, with cross-border questions raised at the start and ownership of each follow-up clearly assigned.

• Sample contracts and invoices without unnecessary customer data.
• Residence, working location and customer countries recorded separately.
• The main question to resolve before the first invoice is issued.