As from today, 4 May, bearer securities will no longer be permitted in Portugal and any existing bearer securities must be converted into nominative securities within the next 6 months.
Pursuant to Law no. 15/2017, enacted today, terms applicable to the conversion of bearer securities into nominative securities will be defined under a specific regulation to be enacted within 120 days. In case this regulation is issued towards the end of this 120-day period, entities may, in practical terms, have less than 6 months to complete the required conversion.
Once the 6-month period has elapsed, transfer of bearer securities will not be permitted. In addition, rights of the holders of bearer securities to receive any dividends in respect of such securities will be suspended.
Bearer securities, such as, for example, bearer shares of a limited liability company, belong to whoever holds the relevant share certificate. Unlike nominative securities, the issuing entity is not able to identify to the owner of bearer securities nor to track transfers of ownership.
The prohibition of bearer securities now enacted aims at controlling and preventing money laundering and tax evasion by ensuring that ultimate beneficial owners of investments and assets may be identified.
The Portuguese Government has changed the feed-in-tariffs scheme aiming at eliminating the accumulation of public incentives for generation of renewable energies that has been allowed to this date.
Ordinance No. 69/2017, recently published, provides for the deduction of the subsidies received for the promotion and development of renewable energies when producers have cumulatively received other incentives. This way, producers shall also be forced return the funds already received. The list of producers covered by this ordinance and the amounts to be deducted or to be returned (if in the meantime producers cease to be entitled to the feed-in-tariff) will soon be published.
With its retroactive effects, this decision sets a new precedent in counter-cycle to the long stand police of regulatory stability in the Portuguese renewables’ sector. And, at a time when other countries like Spain are taking steps to relaunch their renewables market, this decision is, most likely, not helping to attract new renewables’ investment projects to Portugal, irrespectively of the bigger or smaller material impact it may have on those who will be effected by it, which is yet to be seen.
Almost a year after the signature of the Paris Agreement, a date has been set to come into force: November 4th 2016.
This agreement will become in effect 30 days after the date on which at least 55 members to the UNFCCC (United Nations Framework Convention on Climate Change) which together represent at least an estimated 55% of total global emissions of greenhouse gases, have deposited their instruments of ratification, acceptance, approval or accession.
Portugal has deposited its ratification instruments, after the Portuguese Parliament and the President of the Republic of Portugal having both approved and ratified, respectively, the Agreement, making Portugal one of the 55 countries required for its entry into force. In order to reach the goal of a sustainable development, strengthen the global response to climate change and eradicate poverty ambitious targets have been set.
The Paris Agreement aims to hold the increase in the global average temperature to well below 2°C and lower greenhouse gas emissions. Portugal, along with the E.U. Member States, committed to a binding target of an at least 40% domestic reduction in greenhouse gas emissions by 2030.
The World Bank has published a report about public-private partnerships in different economies, including Portugal, with particular focus on the current legal framework and its practical application.
The development of this study had the collaboration of lawyers of Macedo Vitorino & Associados, Susana Vieira, André Dias and António de Macedo Vitorino, thereby acknowledging the expertise in the area by the office.
This study aims to inform the decision-making about the procurement policies and regulations of PPP, comparing different economies and recognizing good practices to ensure transparency and encourage competition.
You can read the full study in PDF.
Portugal has ratified two new Conventions for the Avoidance of Double Taxation and the Prevention of Tax Evasion with Respect to Taxes on Income that were signed with the Kingdom of Saudi Arabia and with the Sultanate of Oman on 28 April 2015.
The new Conventions will enter into force after the publication in the Official Gazette of the notices of the Ministry of Foreign Affairs regarding the exchange of the ratification instruments.
The Portuguese Parliament approved the 2016 Portuguese State Budget.
Learn more here about the tax changes of PIT (personal income tax), Participation exemption, Carry-forward tax losses, Reporting and ancillary duties, VAT (value added tax), IMT (property transfer tax), SD (stamp duty), Banking sector special contribution and Excise duties.
The Portuguese Government approved 850 resident permits (Golden visa) last month, boosting ARI (Residence Permit for Investment Activity programme) launched in 2012 as a quick solution for investors from outside the Schengen area to obtain a residence permit in Portugal.
This plan includes new rules on the awarding of residence permits for investment activity, known as “golden visa”, to citizens of non-European Union (EU) countries that wish to make a significant investment in Portugal and meet certain requirements.
The “golden visas” grant their holders the right to free circulation in Portugal and in the rest of Schengen area countries. In addition to general requirements applicable to residence permits, “golden visas” require their holders to undertake the obligation of investing in Portugal of certain minimum amounts for a minimum period.
Macedo Vitorino presents «Why portugal - The case for living in Portugal». In this paper, you will find an outline of the opportunities of living in Portugal and of the main aspects to be thought-out by everybody considering Portugal as a place to live.
Learn more here.
Web Summit will take place in Lisbon this year and an increasing number of new startups from all around the World is expected to choose Lisbon as their headquarters.
MVStart is our project to advise startups and to support them from their early stages.
Our young and dynamic team understands and connects well with startup entrepreneurs. We are experienced with investment vehicles and with ambitious projects, so we know what means to rise up from a blank sheet of paper and make it into a successful project.
In addition, our work in advising international clients (no less than a percentage of 60% of our clients come from abroad) gives us the tools to understand the business concerns of entrepreneurs and to offer them the best legal solutions.
With MVStart we aim at providing legal advice in the areas of interest to startup companies, such as:
• Corporate law, to set up businesses, determine the rights of the management and of each shareholder;
• Tax, to keep the accounts sound;
• Employment, to hire the best workforce;
• Banking and capital markets, to obtain financing, establish financing deals with banks or with investors; and
• Copyright and intellectual property, to protect software, trademarks, patents and your valuable ideas.
If you have a startup company or if you are planning to start a project, know more about us here and keep up with our activities by subscribing to our newsletter.
The Bank of Portugal ordered the re-transfer of €2,000 million senior unsecured bonds to BES, the bad bank that resulted from the collapse of Banco Espírito Santo in 2014. These bonds were originally issued by BES and transferred to Novo Banco following the Bank of Portugal’s original resolution of BES.
The decision follows the suspension of trading of the bonds ordered by the Portuguese Securities Commission and comes as a surprise to the markets and specialists, who were not expecting the Bank of Portugal to revert its original decision.
According to Novo Banco’s press release this measure will allow Novo Banco to improve its common equity Tier 1 ratio to 13%. Senior bondholders stand to lose approximately €2,000 million. The Bank of Portugal’s decision only affects institutional investors. Other creditors, including retail investors holding the same categories of bonds issued by BES, will not be affected.
According to the Bank of Portugal, this decision is definitive and no other changes to BES and Novo Banco assets and liabilities will be made. The Bank of Portugal also announced that it had requested the European Central Bank to order the cancellation of BES banking license, which will be the first step in the liquidation of BES and that it will launch a new procedure for the sale of Novo Banco.
It is expected that this measure will meet fierce opposition from the senior bondholders whose only way forward will be to take the matter to courts. For now, the effects on Novo Banco appear to be positive but it remains to be seen if this decision will facilitate the sale of Novo Banco or scare potential investors away.
We will continue to update this news as more information is known.
Decree no. 15-A/2015, of 2 September 2015, amends Decree no. 84/2007, of 5 November 2007, which regulates the law establishing the legal framework of entry, stay, exit and removal of foreign citizens from Portuguese territory.
The last amendment to the legal regime on golden visas established new investment activities enabling access to golden visas, which required specific regulation which had not been enacted until now.
In this regard, for the purchase of buildings of at least 30 years located in urban renewal (reabilitação urbana) areas with renewal works of at least €350,000.00, the applicant must submit, in addition to evidence of purchase, (i) evidence of submission of preliminary information request (pedido de informação prévia), of prior notice of works (comunicação prévia) or of licensing request for renewal works and, where applicable, statement issued by the entity in charge of managing the relevant urban operation attesting that the building is located in an urban renewal area, or (ii) construction contract for the urban renewal works to be conducted on the property entered into with a licensed company and receipt of payment of the contract price.
In the case of transfer of funds of at least €500,000.00 in connection with the purchase of participation units in mutual funds or venture capital aiming at the capitalization of small and medium-sized companies with a viable capitalization plan, the applicant must submit, in addition to the documents evidencing the transfer, (i) certificate of ownership of participation units, free of liens or encumbrances, issued by the entity in charge of keeping the updated registry of participation unit holders and (ii) a statement issued by the management company of the relevant investment fund confirming the feasibility of the capitalization plan.
For transfer of funds of at least €250,000.00 in connection with investment or support to arts, recovery or maintenance works on national cultural heritage, the applicant must submit, in addition to the documents evidencing the transfer, a statement issued by the Office of Strategy, Planning and Cultural Assessment confirming the effective funds transfer.
The above-detailed requirements must be met at the date the application is submitted. Investments may be made individually or through a sole shareholder limited liability company based in Portugal or in an EU Member State having a permanent establishment in Portugal.
The minimum period of maintenance of the investment activity and the minimum residence periods for renewal of the residence permit remain unchanged.