Opening a company in Portugal as a Brazilian: single-member or partnership?

Brazilian citizens can set up companies in Portugal whether or not they live in the country. Before incorporation, however, they must obtain a Tax Identification Number (NIF) and, for non-residents, appoint a tax representative where the law requires it. Choosing the legal form is the first strategic decision, and the most common options for small and medium-sized businesses are the single-member private limited company and the private limited company with two or more partners.

The single-member private limited company has one shareholder who, as a rule, is liable only up to the amount of the share capital. It suits those starting a business alone who want to separate personal assets from company assets. The multi-member private limited company brings together two or more partners and calls for particular attention to the articles of association and to a shareholders’ agreement governing entry and exit, profit distribution and decision-making.

In both cases the minimum share capital is low, but the real costs include registration, mandatory certified accounting, reporting obligations and, where applicable, licensing of the activity. The tax framework (corporate income tax, VAT, dividend distribution and any taxation in Brazil) should be assessed before incorporation, because some choices are difficult to change later.

Planning the structure from the outset makes it possible to choose the legal form that suits the project, prevent disputes between partners and avoid unnecessary tax costs between the two countries. This article is for information only and does not replace a legal consultation.