Annual accounts of a Portuguese company: what to prepare, approve, file and pay, and by when

For tax purposes the accounts follow the SNC, the Portuguese accounting standards. The size category decides which version applies. A company is in a category if it does not exceed two of the three limits. The limits below apply to years beginning on or after 1 January 2026, under Decreto-Lei 158/2009 as amended by Decreto-Lei 126-B/2025.

The 2025 accounts still use the old limits: micro €350,000 / €700,000 / 10, small €4M / €8M / 50, medium €20M / €40M / 250. A company changes category only after crossing the limits in two consecutive periods.

The full set is the balance sheet, the income statement, the statement of changes in equity, the cash-flow statement and the notes. Micro and small entities may skip the statement of changes in equity and the cash-flow statement. Micro-entities may also skip the notes if they disclose commitments, guarantees and advances to directors at the foot of the balance sheet.

In an Lda the approval and the allocation of profit or loss need a members’ resolution (art. 246.º(1)(e) CSC), passed by a majority of votes cast unless the law or the articles say otherwise. A sole member decides alone and records the decision in signed minutes (art. 270.º-E(2) CSC). In an SA the general meeting must meet within the same period (art. 376.º(1) CSC). Every SA is audited, so the board must send the report and accounts to the supervisory body and the auditor at least 30 days before the meeting (art. 451.º(1) CSC).

Minutes are the evidence. Resolutions can be proved only by minutes, or by the document recording a written resolution (art. 63.º(1) CSC). The approval minutes are the first item in the registry deposit (art. 42.º(1)(a) CRC), so unsigned minutes hold up the IES.

Approval is what makes a dividend possible; how it is taxed in your hands is covered in paying yourself from a Portuguese company. A company in dissolution approves accounts as at the dissolution date within 60 days (art. 149.º(1) CSC); see closing a Portuguese company.

An Lda without a supervisory board must appoint a statutory auditor (ROC) once, for two consecutive years, it exceeds two of three limits: a balance-sheet total of €1,500,000, net sales and other income of €3,000,000, and an average of 50 employees (art. 262.º(2) CSC). The duty ends only if it adopts a supervisory board or stays within two of the limits for two consecutive years.

These limits sit in the Commercial Companies Code. Decreto-Lei 126-B/2025 raised the accounting size categories and left them untouched, so a company that is “small” under the 2026 limits may still need its audit. An audited Lda presents its accounts with the audit report (art. 263.º(5) CSC) and loses the signature shortcut. An SA has a statutory auditor whatever its size, under each of its three governance models (art. 413.º(1) CSC).

Modelo 22 is filed electronically by the last day of May, whether or not that day is a working day (art. 120.º(1) CIRC). The 2024 and 2025 returns were extended to 30 June by despacho, the latter by Despacho 81/2026-XXV of 17 June 2026. Those were one-year decisions, and planning for 31 May is the safe default. The reporting calendar shows the dates actually published for 2026.

The IRC balance, the tax per the return less the payments on account, is due by the same day (art. 104.º(1)(b) CIRC). Amounts under €25 are neither paid nor refunded. The special payment on account (PEC) no longer exists (art. 106.º CIRC).

Each is one third of 80% of the preceding year’s tax, net of withholding, or of 95% if that year’s turnover exceeded €500,000 (art. 105.º(2) CIRC). None is due if that tax was under €200, or in a company’s first year.

The third payment may be reduced or skipped if the first two cover the expected tax (art. 107.º(1) CIRC); underpaying by more than 20% that way costs compensatory interest. A company that paid state surcharge for the preceding year also makes three additional payments on the same dates, on taxable profit above €1.5 million (art. 104.º-A(1)(a) CIRC).

A company’s first non-calendar period must last between 6 and 18 months (art. 65.º-A CSC).

A tax fine falls to 12.5% of the legal minimum if the company regularises before any infraction report or inspection; filing the missing return counts as the request (RGIT, article 30).

For a foreign owner the registry block often bites first. While the deposit is missing, a capital increase, a transfer of quotas or a change to the articles cannot be registered.

Our accounting and tax service runs this sequence for foreign-owned companies. The Commercial Companies Code and the Corporate Income Tax Code are in our law library in English.

Two points to recheck: the €80 fee is confirmed in the 2015 wording, and a 2024 amendment to the fee regulation could not be read in full; the SAF-T postponement depends on the 2027 budget vote.