Entering the Portuguese Market in 2026: Subsidiary Lda or Branch, and Residence for the Owner

A foreign company enters the Portuguese market in two main ways: it forms a subsidiary Lda or registers a branch (sucursal) with the commercial registry. A subsidiary Lda is a separate Portuguese legal entity with at least €1 per quota. A branch extends the foreign company: the parent answers for its obligations, and its profit is taxed as a permanent establishment. A foreign company operating in Portugal for more than a year must set up a permanent representation. Neither form gives the owner residence: that is a separate procedure through the D2 visa, the startup visa, the digital nomad visa (D8), D7 or ARI. Real estate left the golden visa in 2023, and since 19 May 2026 citizenship takes 10 years.

Last verified 9 October 2026 against the consolidated Commercial Companies Code (CSC) in the Diário da República, the IRN registry pages, Lei 61/2025 amending the Aliens Act, Organic Law 1/2026 on nationality, the AIMA and Foreign Ministry visa pages, the personal income tax code (CIRS), the Tax Benefits Statute (EBF) and the EU decision on temporary protection. Our own fees and turnaround are excluded because they depend on the entity and scope.

Planning to enter Portugal? INNOVA compares the forms of presence against your sales model, registers the chosen structure and reviews the immigration routes for the owner and team separately. Request a tailored proposal for Portugal.

Subsidiary Lda or branch: comparison

Sources: CSC arts. 4, 201, 219, IRN, Empresa na Hora, IRN, branch registration, Ukraine treaty, RAR 15/2002.

Subsidiary Lda

The standard form for selling to Portuguese clients, hiring and tenders. A foreign company can be the partner: it obtains a NIPC and NIF and files its registry extract, proof of its representative's authority and its articles. With one partner the company is an Lda unipessoal (CSC art. 270-A). The gerente is an individual with full legal capacity who need not be a partner (CSC art. 252).

In 2026 an Lda pays IRC at 19%, and SMEs pay 15% on the first €50,000 of profit (Lei 64/2025). The VAT exemption for small turnover up to €15,000 is open to a Portuguese Lda and closed to a Ukrainian company without a permanent establishment (CIVA art. 53). The step-by-step formation, tax and reporting walk-through is in the guide Company formation in Portugal.

Branch of a foreign company

IRN describes a branch as a permanent representation (representação permanente) of the foreign company: it has no legal personality of its own. Registration costs €170 online (urgent €370) or €200 in person (urgent €400); it is due within 2 months of the parent's resolution, with a surcharge after that. Each representative is over 18 and holds a Portuguese NIF, and foreign documents are filed with a translation. An online application is filed by a lawyer, notary or solicitador with a digital certificate (IRN).

A foreign company that operates in Portugal for more than a year must set up and register a permanent representation (CSC art. 4). Long-running "temporary" activity without registration is therefore off the table.

A branch suits a parent that wants a single set of accounts and one balance sheet, with Portuguese activity extending its existing business. Where separate liability or Portuguese partners are needed, a subsidiary Lda is the usual choice.

Representative office

Portugal has no separate "representative office" form in the Ukrainian sense: the registry calls the branch itself a permanent representation. For market research without sales we check the permitted scope against the specific model before launch. For selling and hiring in Portugal the working forms are a subsidiary Lda or a branch.

Madeira

Companies licensed in the Madeira Free Trade Zone between 2015 and 31 December 2026 pay IRC at a reduced rate until the end of 2033 (2026 budget amendment to the EBF, ECO report). The benefit depends on jobs and investment, and the window for new licences closes at the end of 2026. We model Madeira separately, with the controlled foreign company rules of the owner's country in view.

Residence for the owner and team: what exists in 2026

Registering an Lda or a branch gives no status. The main routes are national residence visas that lead to a residence permit (Portuguese Foreign Ministry, document list):

The 2026 minimum wage is €920 on the mainland (Decree-Law 139/2025).

What changed in 2023–2026

• Real estate removed from ARI. Lei 56/2023 took home purchases and plain capital transfers out of the golden visa grounds. "Apartment for residence" offers are out of date.
• Lei 61/2025 (from 23 Oct 2025). The old job-search visa was replaced by a visa for qualified specialists. Family reunification is, as a rule, open to a holder whose permit has run for at least 2 years; exceptions exist, including minor children and holders of highly qualified, Blue Card and ARI permits (Lei 61/2025).
• Organic Law 1/2026 (from 19 May 2026). Naturalisation now needs 10 years (7 for EU and CPLP nationals) plus a test on the language, culture, history and national symbols. Periods of residence add up within a 12-year window for third-country nationals. Applications filed before 19 May 2026 follow the previous wording.

The owner's tax after moving

An individual becomes Portuguese tax resident after more than 183 days in any 12-month period, or by having a home they intend to keep as a habitual residence (CIRS art. 16). The NHR regime is closed to newcomers. Its replacement, IFICI, taxes income from qualifying activity (research, innovation, startups, listed professions) at 20% for 10 years, for people who were not Portuguese tax resident in the previous 5 years and never used NHR; the application is due by 15 January of the year after residence begins (EBF art. 58-A). IFICI fits a narrow group, so we test eligibility before the move. The general approach is in the tax residency guide.

Ukrainian nationals under temporary protection

The EU Council extended temporary protection to 4 March 2028; new applicants face a check on compliance with Ukrainian military obligations where relevant (Decision (EU) 2026/1912). We check Portugal's national extension act on the filing date. We make no promise that years under temporary protection count toward the 5 years for permanent residence or the 10 years for citizenship: no explicit rule was found as of the verification date. The plan is built so that the main residence route does not depend on that question.

Choosing the form: practical questions

1. Who will sell to Portuguese clients and hire staff? Active trading needs a subsidiary Lda or a branch; after a year of activity a permanent representation is mandatory.
2. Do you need separate liability? A subsidiary Lda ring-fences the Portuguese business from the parent.
3. Will first-year turnover be small? The VAT exemption up to €15,000 is open to an Lda and closed to a foreign company from outside the EU.
4. How will money come out? Dividends from an Lda to a Ukrainian parent holding 25% for 2 years bear 10% under the treaty. For a multi-tier structure see international holding.
5. Is the owner relocating? Then the business plan and funds are prepared for D2 or the startup visa, and tax residence and IFICI are modelled in advance.
6. Does the family need to be in Portugal at once? Since 23 October 2025 reunification generally follows 2 years of residence, so the family's ground is chosen up front.

What INNOVA organises

• a comparison of a subsidiary Lda and a branch for your sales model and tax load;
• forming the Lda or registering the branch, NIF, RCBE, electronic notifications;
• the tax model for the company and the owner, coordination of accounting and reporting;
• a separate review of immigration routes for the owner, family and staff.

Fees and schedule are fixed in a written proposal. Describe your Portugal project.

Frequently asked questions

Official sources

• Código das Sociedades Comerciais, consolidated text
• IRN, branch registration
• Foreign Ministry, residence visas
• Lei 61/2025 amending the Aliens Act
• AIMA, ARI and permanent residence
• Organic Law 1/2026, nationality
• CIRS art. 16 and EBF art. 58-A
• Decision (EU) 2026/1912, temporary protection