How to change your company's registered office in Portugal, step by step

Moving the registered office often starts with something ordinary: the office lease comes to an end or the manager moves house, and the address in the commercial register no longer matches reality. So what do you need to do? Change one element of the articles of association and register that change. It can almost always be done online, but check a few details first.

Who decides

The Código das Sociedades Comerciais (Portuguese Companies Code) says that, unless the articles of association provide otherwise, the management may move the registered office within Portugal (article 12(2)). In a private limited company (sociedade por quotas), that means the gerência. As a rule, then, there is no need to call a shareholders' meeting: minutes or a written statement from the management deciding on the move are enough.

The exception lies in the articles themselves. If they prohibit the move or reserve it for the shareholders, the decision passes to them, with the majority required by law and by the articles. That is why the first step is always the same: read the articles. Moving it outside Portugal is a different process, not covered here.

Step by step

1. Read the articles of association. They are in the certidão permanente (permanent certificate). Look for any clause on the registered office.
2. Secure the new address. The registered office must be a specifically defined place: a rented office or a domiciliation address, as long as the contract with the owner or provider allows it.
3. Check whether you need a certificado de admissibilidade. According to Doutor Finanças, it is required when moving to another municipality, except to a neighbouring one or for a fancy company name. Check your own case, because the certificate has to be requested beforehand.
4. Formalise the decision. Minutes or a written statement from the management, or minutes of the general meeting if the shareholders decide.
5. Apply for registration. Online on ePortugal, in the online company services area, or in person at a registry office (conservatória).

The application can be submitted by the manager, a representative with power of attorney, a lawyer or a solicitador. Online, you enter the NIPC (company tax number) and the new address, upload the documents, pay and keep the receipt.

Deadline for registration

The general rule of commercial registration is that facts subject to mandatory registration must be registered within two months of the date on which they were formalised. In practice, count two months from the date of the minutes or statement. And do not let it drag on, because until the registration is done the company's official address is still the old one.

What it costs

Registration is subject to fees set by the Regulamento Emolumentar dos Registos e Notariado (registry and notary fee regulation), and online applications tend to be cheaper than in person ones. We could not confirm the current amount in an official source at the time of writing, so we would rather not give a figure. The exact amount is shown in the online service before payment. If you need a certificado de admissibilidade, that is a separate cost.

Finanças and Social Security

The Código do IRC (Corporate Income Tax Code) requires a change of details return whenever any element of the initial registration changes, within 15 days for those carrying on activity subject to VAT, or 30 days in other cases (article 118(5)). However, paragraph 7 of the same article waives that return when the change is a fact subject to registration at the Conservatória do Registo Comercial, and moving a company's registered office is precisely one of those facts.

As a rule, then, you do not need to file anything with Finanças. Even so, after registration, go to the Portal das Finanças and check that the address has been updated, because the Lei Geral Tributária says a change of address has no effect until it is reported to the tax authority. Ask your accountant to confirm this point. Also notify the Segurança Social (Social Security) of the new address, if it is not updated automatically.

What to update afterwards

The registration takes care of the legal side; the rest is up to you. The law requires the registered office to be shown in contracts, correspondence, websites and all external dealings (article 171 of the Código das Sociedades Comerciais). Start with the issuer details in your invoicing software and document templates, because the next invoice should already be right. Then the website, email footers, proposals and signatures. Let banks, insurers, suppliers and clients with contracts know. Review any licences, permits or sector registrations. Do not forget your Google Business Profile and social media. And keep mail forwarding from the old address running for a few months.

If the new registered office is in Maia

If you need a registered office address but not an office, the My Desk Virtual Office, in the centre of Maia, costs €20/month or €200/year, exempt from VAT (article 53 of the Código do IVA). We receive your letters and small parcels and notify you by email, by WhatsApp and in the client area, with a photo of the envelope. The service is 100% online, can be taken out by a company, a sole trader or a private individual, and the contract can support your registration application. You can see all plans on prices or sign up for the Virtual Office directly.