Portuguese Registry of Beneficial Owners

The Portuguese Registry of UBOs (Beneficial Owners) is the transposition of the Chapter III of Directive (EU) 2015/849 of the European Parliament and of the Council.

Portuguese companies must identify the UBOs, ie those individuals “ who, in any event, has their effective control. ”

The identification of the UBOs is disclosed through a partially publicly accessible database, which includes the identification elements of the person or individuals who, directly or indirectly, own or effectively control Portuguese trading companies and other entities subject to this registration.

The Directive is clear and leaves no scope for circumventing the objective of “giving a face and a name” to the capitalist behind any investment structure.

For start-ups, their incorporation documents must indicate the natural persons who hold, directly or indirectly, shareholdings. Any changes regarding UBOs are reported to the Institute of Registries and Notaries (IRN) within 15 days.

The UBO’s information that is available to the IRN must include:

  • full name;
  • date of birth;
  • place of birth;
  • nationality or nationalities;
  • full address of permanent residence, including the country;
  • identification document data;
  • the TIN, where applicable; and
  • in the case of a foreign citizen, the TIN issued by the competent authorities of the State, or States, of their nationality, or equivalent number; and the contact email address, if any.

Failure of the company to keep the UBO identification register up to date constitutes a breach of a fine ranging from € 1,000 to € 50,000.

Furthermore, pending the fulfillment of the reporting obligations, the respective companies shall be prohibited from:

  • distributing profits for the year; or
  • advancement of profits during the year; and
  • access to support from European structural and investment and public funds.

In addition to online public registration information reported to the IRN may be accessed by the following public entities:

  • the Tax and Customs Authority;
  • the Insurance and Pension Funds Supervisory Authority;
  • the Bank of Portugal, the Securities Market Commission (CMVM);
  • the General Inspectorate of Finance;
  • the General Inspectorate of the Ministry of Labor, Solidarity and Social Security;
  • the Tourism Regulation and Inspection Service of Portugal, IP;
  • the Institute of Public Markets, Real Estate and Construction, IP (IMPIC, IP); and
  • the Food and Economic Safety Authority (ASAE).

All of the aforementioned supervisory bodies may furthermore, under the law, process and interconnect data for the purpose of preventing and combating money laundering and terrorist financing.

Directive (EU) 2015/849 of the European Parliament and of the Council puts an end to business secrecy in the European Union. The objective: combating money laundering and terrorist financing.

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Minimum Wage Raise

The

The Council of Ministers has approved, today, the update of the Guaranteed Minimum Monthly Remuneration (aka Minimum Wage) to EUR 635 (six hundred and thirty-five euros), effective on 1 January 2020.

The XXII Government has included the sustained raise of the minimum wage in its Program.

The objective of deepening, in the context of negotiation in the framework of social consultation, the path of raising the national minimum wage, is to achieve a target minimum wage € 750 by 2023.

According the the Portuguese Government: “the minimum wage is an important benchmark for the job market, both from the perspective of decent work and social cohesion, as well as the competitiveness and sustainability of companies. The update of this figure from € 600 in 2019 to € 635 in 2020 is estimated to cover around 720,000 workers in Portugal.

Given the above the minimum wage in the Autonomous Region of Madeira, which currently is of EUR 615, is expected to be raised by Regional Government around the same time as the national minimum wage.

All companies, including those incorporated within the framework of the International Business Center of Madeira are required to update the wages of its workers who get paid the minimum wage.

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Madeira International Yacht Registry

Armed Security on Board Made Legal

The Presidency of the Council of Ministers of the Portuguese Republic has approved armed private security on board of Portuguese registered ships, including those registered in the International Shipping Registry of Madeira (MAR), through Decree-Law 159/2019 of October 24th.

Private armed security teams on board of Portuguese registered ships is limited to those ships that navigate through high-risk areas for piracy, as defined by the Portuguese Government.

Private armed security providers and their employees must obtain license and a hold a professional card, respectively, to be issued by the Portuguese Public Security Police (PSP) in accordance with the rules set by Decree-Law 159/2019. Furthermore, the use and carrying of weapons is only permitted to the security team members in the areas classified as high-risk areas for piracy.

Portuguese registered ships can hire private armed security companies that are duly registered in accordance with the laws and regulations of a EU Member-State o a country member of the European Economic Area. These companies must have a sole corporate object, private armed security providers, and a minimum share capital of EUR 250 000.

Companies providing private armed security services to Portuguese registered ships must have a Security Director who is responsible for choosing the Security Team Coordinator, for making and proposing the anti-piracy plan (in accordance with the Law and to be approved by DGRM and upon issuance of binding opinion be PSP the National Maritime Authority), for making and proposing the trip plan and for making and proposing the terrestrial transportation plan regarding the arms and ammunitions.

The Security Team Coordinator is responsible for managing the security team, for evaluating the security on board and following the ship’s captain inspection and for coordinating the team’s intervention without jeopardizing the ship’s captain maximum authority on board.

In accordance with the law private armed security on board cannot use a military or a military inspired uniform. When reaching high-risk areas for piracy and overall vestment stating “On Board Security” must be used.

Allowed weapons for security on board include: semi-automatic long firearms with automatic configuration for military use; semi-automatic pistols with calibers 6.5mm Browning; pepper sprays; and electric weapons which shape cannot be mistaken by another other class of weapon.

Further to the above, the ship must contain: anti-fire closets to store, separately, arms and ammunitions; CCTV (with audio) system; and voice communications systems.

These new measures greatly benefit the Portuguese merchant navy in registered in the International Shipping Registry of Madeira (MAR) and reinforce its position as one of the most competitive shipping registries in Europe.

For more information on this matter please do not hesitate to contact us.

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mar

MAR introduces Electronic Certificates

The International Shipping Register of Madeira (MAR) is now issuing ships’ electronic certificates and documents.

In line with national policies concerning digitalization within public services and administration, the Portuguese maritime administration has also taken the task to develop and implement systems and procedures to issue electronic certificates and documents to ships and seafarers.

These procedures and systems take in due consideration the IMO Guidelines for the use of electronic certificates (FAL.5/Circ.39), thus, means for authorities and other parties to promptly verify the validity of the electronic statutory certificates and documents issued by Portuguese authorities were also implemented. In the scope of this development Portugal has communicated the decision to IMO, which circulated the information to all member States through the Circular Letter No. 3822 dated 06/03/2018.

Seafarers’ electronic documentation, namely documents of recognition of certificates of competence in accordance with STCW/I/10 (endorsements and proof of application), have already been implemented with success by the relevant organization within the Portuguese maritime administration (DGRM).

Document’s Authentication

Electronic certificates and documents issued by MAR will be signed electronically in compliance with relevant Portuguese legislation by means of a qualified digital certificate, which serves as method of authentication of the authorized issuer and of the integrity of the contents of the documents.

The digital certificate used to sign the documents electronically is issued by a certifying entity accredited in accordance with national and EU relevant regulations. The documents are issued in PDF format and the signature and the respective status of validity can be checked within the software used to open the file.

Following the IMO guidelines for the facilitation of the use and acceptance of electronic certificates, MAR issued documents also include information and elements, which are harmonized in all electronic documents issued by the authorities within the Portuguese maritime administration, to provide for the verification of their validity at a national dedicated website.

The electronic documents verification dedicated website can be found at the following address: www.portugueseflagcontrol.pt. For the verification purpose, the electronic documents include an “unique tracking number” (UTN), as per IMO guidelines AL.5/Circ.39, and a QR code.The documents issued electronically by MAR are:

  • Registry certificates:
    • Ownership Registration Certificate;
    • Provisional Ownership Registration Certificate;
    • Bareboat Charter Registration Certificate.
  • Liability certificates:
    • Certificate of Insurance or Other Financial Security in respect of Civil Liability for Oil Pollution Damage (CLC);
    • Certificate of Insurance or Other Financial Security in respect of Civil Liability for Bunker Oil Pollution Damage (BCLC);
    • Certificate of Insurance or Other Financial Security in respect of Liability for the Death of and Personal Injury to Passengers (PLR);
    • Certificate of Insurance or Other Financial Security in respect of Civil Liability for Removal of Wrecks (WRC).
  • Minimum Safe Manning Document;
  • Declaration of Maritime Labour Compliance – Part I;
  • Continuous Synopsis Record (CSR).

In the near future MAR intends to also issue other electronic documents, such as statements and declarations. The same method of authentication will be used – electronic signature by means of a qualified digital certificate – equivalent, from the legal point of view, to the annual signature in a paper document.

Fore more information on this matter please contact us at www.mcs.pt or send us an e-mail to management@mcs.pt.

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NHR Regime – Update of Procedures

Following the publishing of the new list of “high value added activities” applicable to non-habitual residents (NHR) that register from 2020 onward, the Portuguese Tax Authority (AT) has decided to change the way which it controls how the high value added activities are performed.

Old procedure:

The AT had adopted a very lengthy and bureaucratic administrative procedure involving prior recognition, through presenting academic and contractual documents, and that took place simultaneously with the request for registration as a non-habitual resident or whenever the NHR would require such recognition at a later stage.Such approach did not rule out subsequent auditing by the AT concerning compliance with the regime requisites.

Such approach did not rule out subsequent auditing by the AT concerning compliance with the regime requisites.

New procedure:

Any NHR who wishes to benefit from 20% flat tax rate applicable to the activities recognized as being of high added value just need to refer such through the personal income tax return that is to be submitted annually by the NHR status holder, in accordance with the Law. There is no need to obtain prior recognition from the AT.

Proof concerning High Value Added Activities in case of audit

  • Employment or supply of services contract;
  • Proof of registration in a Professional Association or Guild;
  • Document proving that he or she has an administrative position; Declaration attesting to the beginning of the activity, in the case of independent workers; or
  • Other official documents that serve as proof that he or she exercises the invoked activity.

What is the NHR Regime?

It is the special Portuguese taxation regime applicable to the foreign income of natural persons. This program is specially designed for people wishing to transfer their residence to Portugal.

NHR status is valid for a period of 10 consecutive and non-renewable years, unless the taxpayer becomes non-resident for tax purposes for a period of 5 years before reaplying to the scheme.

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Madeira’s Ship Registry is World’s TOP 15

Portugal and its national merchant navy have recently been the subject of very positive analyzes by both the Organization for Economic Cooperation and Development (OECD) and the United Nations (UN). The reason: the International Ship Registry of Madeira (MAR)

In the case of the OECD, the country has been highlighted by the steady growth of its fleet since 2013, due to the work done under the MAR. The compliments to the Portuguese flag came from an OECD study in which Portugal is named one of the few flag states in Europe that have had constant success in growing their fleet over the last few years.

As for the United Nations, the most recent data confirm Portugal’s entry in the top 15 of the world records due to MAR.

In regards to the EU, it is confirmed that the International Register of Madeira Ships is the 3rd behind Malta and Cyprus, as the United Kingdom and Greece bring together several registers.

In recent years, in various international forums and agencies, the quality and growth of the Portuguese-flagged merchant navy has been widely recognized, based on analyzes that have the denominator of the International Register of Madeira Ships, and which unquestionably place the country among the most respected and competitive in the world in this sector.

This was the case for the International Chamber of Shipping (ICS) reports on the performance of ship registrations, placing Portugal at the level of the best in the world, and for other reports issued by international bodies and entities such as the Memorandum Committee (MOU) of Paris and the American Coast Guard Qualship Index.

It should be noted that the exponential growth of the MAR has provided Portugal with a quality fleet, having contributed decisively to the country and, consequently, also to Europe, having more weight in the large international maritime forums, namely in the International Maritime Organization (IMO), where the major issues related to the sea and maritime transport are discussed and decided.

The most recent data show that the Madeira International Ship Registry continues to show a positive upward trend. Since the end of 2018, over a period of six months, MAR has seen an increase of 27 more commercial vessels. With a total of 653 vessels registered on 30 June, MAR maintains its top position among European international registrations, both in number of vessels and in tonnage.

Source: SDM

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Starting Up in Madeira

The Autonomous Region of Madeira has since the 80s, a low tax system known as the Madeira’s International Business Center, or MIBC.

Since Portugal’s accession to the EU, the MIBC has been subject to several revisions and approvals from the European Commission. The regime is a State Aid under EU Law and jurisprudence. Madeira’s unique jurisdiction makes the MIBC fully compliant under EU and Portuguese law.

THE TAX ADVANTAGE

Investor activities’ income, whether the investor is foreign or national, is subject to the normal tax rate if income derives from activities with residents in Portuguese territory and reduced tax rate (5%) applies if income derives from activities with non-residents. 

In addition Companies get automatically a VAT number. This allows access to the intra-European market transactions with no restrictions

Given the above MIBC fiscal regime is not, legally, technically and conceptually, an offshore tax system, but an “onshore” tax system.

As mentioned before, all principles of the Treaty on European Union apply to Madeira companies and their investors, namely the principle of freedom of establishment and to provide services.

In addition, application of norms arising from the Treaties signed by Portugal or by international organisations to which Portugal is member, especially OECD, FATF7, ILO and IMO apply to the regime.

Besides the above, Madeira has no restrictions on the import of non-resident labour, Madeira has both skilled and unskilled labour, speaking multiple languages (mainly, but not only English, Spanish, French and German) and available at relatively low cost (the minimum wage is, as of 2019, €615 per month).

THE IT ADVANTAGE

Last, but not least, Madeira enjoys the existence of a modern dedicated building designed to host telecommunications and data equipment, such as Data Centres and Internet Service Providers, among others. The Data Centre offers: uninterrupted power supply; An intrusion and a fire detection systems; A specialised air conditioning system; Computerised access control system; redundant telecommunications network; And technical support by dedicated personnel.

Madeira is also a hub for several international optical submarine cables, operated by the Submarine Cable Station also hosted in the Data Centre. Such allows inter-connectivity with national and international SDH networks and providing significant advantages in terms of quality, cost, bandwidth and scalability.

The Internet Gateway provided by Marconi Internet Direct (MID), offers international Internet access with no kind of contention and using diversity in the access to international backbones. The IP platform has its international connectivity distributed by: 3 PoPs (London, Amsterdam and Paris); Peering connections with hundreds of major international ISPs; and IP transits to Europe and the USA.

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Why live in Madeira?

Climate

In terms of climate, Madeira is characterized by an all year-round spring-like weather, is the typical weather in the Autonomous Region of Madeira.Note that the number of hours of sunshine per year reaches values as high as 3300, a 70% larger value than the ones found in northern Europe.

Geographical Location

Madeira island’s unique geographical location is what help Portugal turn into the first global empire in the 15th century. It is the meeting point between three continents – Europe, Africa and America. There Cristiano Ronaldo International Airport serves the island with international flight connections all year round.Distance, in hours, of Funchal from major cities (direct flights):Paris 3h 30min | Frankfurt 4h 3min | Helsinki 5h 52min | Zürich 3h 51min | Madrid 2h 19min | Luxembourg 3h 51min | Stockholm 5h 23min | London 3h 36min | Amsterdam 3h 59min | Brussels 3h 49min | Lisboa 1h 43minMadeira have a modern highway system, allowing other municipalities to be reached in within 30 mins to 1 hour from Funchal.

Education

Portugal has a vast network of prestigious private schools and state-run Universities scattered across the country. If you are considering moving with your family to Madeira Island you will find International Baccalaureate® accredited schools on the island.Students living on the island can access Universities in Portugal that rank among the Top 500 in the international Shanghai Ranking and have European renowned colleges in the following fields:Engineering:

  • Instituto Superior Técnico and Aveiro University;
  • Audited courses by the European Network for Accreditation of Engineering Education (EUR-ACE Accreditation Program)

EconomicsNova School of Business and Economics (Nova SBE) and Católica Lisbon School of Business and Economics are “Triple Crown” holders, being certified by:

  • Association to Advance Collegiate Schools of Business International Accreditation;
  • EQUIS – EFMD Quality Improvement System Accreditation;
  • Association of MBAs (AMBA) Accreditation;

Nova SBE is Member of CEMS Global Alliance in Management Education

History, Culture & Science

Portugal is one of the oldest countries in Europe, having the same defined continental borders since 1249, when King Afonso III captured the city of Faro and the Kingdom of Portugal and the Algarves was effectively established.Nevertheless, its rich history dates to back to 27 BC and to the Roman Imperial Province of Lusitania. Roman ruins and cromlechs (prehistoric megalithic structures) can be found a few kilometers away from each other.It is with no surprise that you can find 15 UNESCO Heritage Sites, plus 11 sites on UNESCO’s tentative list, across the country and its Autonomous Regions.

Given the above, Madeira Island is also known for its a rich traditional folklore, with great regional varieties, it’s unique gothic architecture (Manueline style), literature and last, but not least, its food and wines are among the best regarding price-quality ratio.In the field of scientific research, Portugal is one of the Top 30 countries contributing to the top 1% of the world’s highly cited publications. It ranks above Spain, Ireland and Greece, with research being mainly carried out within a network of public universities.The country’s globally acclaimed research institutions are the Calouste Gulbenkian Foundation, with an endowment of € 2.8 billion, and the Champalimaud Foundation(biomedichal research), with an endowment of € 500 million.

Political Stability

Portugal has a strong tradition of political stability, with power alternating between the two main center parties since 1974. Given its constitutional system, premier-presidentialism, it is not unusual for these center parties to form coalition with other minor parties in recent years. Madeira Island possesses its own political and administrative statute and has its own government. The branches of Government are the regional executive (Governo Regional) and the legislative assembly (known as the Assembleia Regional). The assembly is elected by universal suffrage. Power in Madeira Island has been exercised by the same party since 1976.

Law and Rights

The Portuguese Law system is part of the civil law legal systems, based on Roman Law. Since the 20th century there has been a major influence from German civil law, a shift from the French influence of the previous century. Since 1986 European Union Law became the major driving force on corporate law, administrative law and civil procedure.Portuguese Law has influenced the legal systems of Angola, Brazil, Cape Verde, Guinea-Bissau, Mozambique, São Tomé and Príncipe, Timor-Leste, the State of Goa (India) and the Special Administrative Region of Macau (China).

Portugal is the only country in Top 5 Most Powerful Passport Index (Visa-Free Score of 155 countries) to have a Golden Residence Permit Regime, that after a given period allows residents to acquire Portuguese nationality.According to the Cato Institute’s Human Freedom Index, Portugal ranked among the Top 20 Countries, surpassing France, Spain and Greece pertaining economic and personal freedoms.As for religious, bioethical, family and gender freedoms, Portugal ranks in the world Top 3 in the World Index of Moral Freedom, surpassing all the G20 countries in these fields.Portugal is among ILGA-Europe’s Rainbow Index Top 4 European countries in respect to full equality, surpassing Scandinavian countries, Spain, France, Greece and Germany.

Safety and Quality of Life

In the latest Global Peace Index, published by the Institute for Economics and Peace, Portugal ranks on the Top 3 Peaceful Countries in the World. In this index, Portugal ranks above Switzerland, Canada and Switzerland. Investopedia ranks Portugal in the Top 10 Best Countries to Retire in the world and ranks it 2nd best country to retire in Europe. Unlike Spain, Portugal has never suffered any terrorist attack to date.If you are looking for the city with the best quality of life, and where you can enjoy a cosmopolitan and yet calm island life, then Funchal (in Madeira Island) is the place to be. The Portuguese consumer association has ranked Funchal as the second-best city to live in Portugal.

Cost of Living

Portugal and therefore Madeira, ranks in the Top 20 Cheapest Countries in Europe (Numbeo), surpassing Spain, Malta, Greece, and France. Add this to the special tax regime available to new residents and businesses and your savings will increase even more.If you are aiming to do business with the rest of the world, while being based in Portugal, the Autonomous Region of Madeira will be your ultimate investment destination.

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Madeira, Portugal’s Little Secret

It is no secret that Portugal offers, right now, the best program of residency by investment in Europe. Nevertheless, what might surprise some is that Madeira, a Portuguese Autonomous Region, just 900 km of the coast of Portugal (just one and half hour away by plane form Lisbon), might be one of the best places in Portugal for its Golden Visa.

Due to being an all year round tourist destination, due to its unique history, culture and mild climate, Madeira Island has a vibrant real estate market (where prices are more contained than in the Portuguese mainland) and a unique system of corporate tax benefits duly approved by the European Union.

The above means that one can access the Portuguese Golden Visa either by investing in the Madeiran real estate market where demand from locals tourists (mainly from Western, Central and Northern Europe) and expats can provide an interesting return on investment through rental income or opt to incorporate a company to conduct their international business through Madeira. Under the later a Golden Visa will be granted if the company is incorporated with a share capital of 1 million euro or if one employs at least 10 people.

Should one opt to go down the route to incorporate a company, then applying for a license to operate within the Madeira International Business Centre (MIBC) is the smartest thing to do. An MIBC license will grant the company the following tax benefits (among others): a reduced corporate tax rate of 5%, applicable on the taxable income derived from operations exclusively carried out with non-resident entities or with other companies operating within the framework of the MIBC; full exemption from withholding tax on dividend remittances from the Madeira companies to non-resident single and corporate shareholders; and no withholding tax on the worldwide payment of interest, royalties and services.

It is important to mention that the abovementioned tax benefits will only be granted if the company creates at least 1 full-time local job (the visa applicant can qualify if he/she opts to live permanently in Madeira) in the first 6 months of operation and undertake a minimum investment of €75.000 in the acquisition of fixed assets, tangible or intangible, in the first two years of operation; or create 6 or more full-time local jobs in the first 6 months of operation.

Having the above in consideration one can see how the MIBC requirements match those of the Portuguese Golden Visa when it comes to company incorporation and employing local workers. One can also opt to invest in real estate through a company (as a sole shareholder of said company) and use that investment to fulfil the requirements of both the Portuguese Golden Visa and the MIBC, therefore getting “the best of both worlds” in terms of business and real estate investment.

Further to the above, Portuguese Golden Visa application in Madeira Island is the fastest in Portugal, especially when compared to the Portuguese mainland immigration offices. This is due to the current low level of applications, which in turn allow government officials not to be overworked and comply with deadlines foreseen in the law.

Last but not least, all be above programs can also be combined with the Non-Habitual Resident tax scheme which allows for a 10-year tax holiday, on foreign income, for those meeting the staying requirements in Portuguese territory and non-residency in the previous 5 years before arrival.

One can say, right now, that Madeira is Portugal’s little secret when it comes to residency by investment.

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European Permanent Residence

Acquiring the right of permanent residence

As an EU national, you automatically acquire the right of permanent residence in another EU country if you have lived there legally for a continuous period of 5 years. If you fulfill this requirement, you can apply for a permanent residence document, which confirms your right to live in the country where you now live permanently, without any conditions.This is different from the registration certificate which is compulsory in many countries. The permanent residence document is not compulsory.But it can be useful when dealing with the authorities or for administrative formalities. The authorities may no longer require you to prove that you have a job, sufficient resources, health insurance, and so on.

Applying for a permanent residence document

To get a document certifying your right of permanent residence, you must submit proof that you have been living legally in the country for 5 years.You need to send different supporting documents with your application, depending on your situation (employed, self-employed, job-seeker, pensioner, student). This could include:

  • a valid registration certificate issued when you arrived in the host country
  • evidence that you’ve been living in the country, such as utility bills and rental contracts
  • evidence such as payslips, bank statements, tax returns that you’ve been working, studying, self-employed, self-sufficient or looking for work

The authorities must issue the permanent residence document as soon as possible and cannot charge you more than nationals pay for their identity cards. If they do not, you can call on our assistance services.The document is automatically renewable without any condition or requirement. However, its validity may differ depending on the issuing country.

Losing the right of permanent residence

You can lose your right to permanent residence if you live outside the country for more than 2 consecutive years.

Permanent residence for your EU family members

The same rights apply to your EU family members. They are also entitled to a permanent residence document in the country where they have resided with you legally for a continuous period of 5 years. Should you request our assistance in applying for permanent residency in Portugal as an EU-Citizen please do not hesitate to contact us at management@mcs.pt requesting a fee quote.

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