This guide reviews some of the most important legal aspects regarding takeovers in Portugal.


Opracowanie przygotowane przez Kancelarię Macedo Vitorino & Associados przy współpracy z Wydziałem Promocji Handlu i Inwestycji Ambasady RP w Lizbonie.


In this study we review some legal aspects of the Portuguese privatisation programme and provide an update on forthcoming privatisations .


Przewodnik inwestycyjny opracowany przez Kancelarię Macedo Vitorino & Associados przy współpracy z Wydziałem Promocji Handlu i Inwestycji Ambasady RP w Lizbonie.


Przewodnik inwestycyjny opracowany przez Kancelarię Macedo Vitorino & Associados przy współpracy z Wydziałem Promocji Handlu i Inwestycji Ambasady RP w Lizbonie.


As the financial crisis unfolds, many companies now face situations of distress. The number of insolvencies around the world and in Portugal is increasing.
The purpose of this briefing is to review some of the legal issues concerning the insolvency of Portuguese companies so that creditors and other stakeholders may develop strategies to improve the chances of restructuring the business, if possible, or to mitigate their losses.


This study analyzes the merger control in Portugal. A concentration is the legal combination of two or more undertakings, by the merger between two or more undertakings or by the control acquisition, directly or indirectly, of the whole or parts of one or several other companies.

While such operations may have a positive impact on the market, they may also appreciably restrict competition, by creating or strengthening a dominant position of a player in the national market or in a substantial part of it.

In order to preclude restrictions to competition in the national market, Law 18/2003, of 11 July 2003, as amended by Law 52/2008, of 28 August (the "Competition Law"), establishes several merger control measures. Among these measures, the obligation to give prior notice to the Portuguese competition authority (Autoridade da Concorrência - the "Competition Authority") constitutes a precautionary measure of merger control.

On the other hand, in order to prevent the risk of competition restrictions, the Competition Authority exercises control over planned concentrations with a national dimension and may authorize them subject to conditions or forbid them.

Lastly, the Competition Authority may apply fines to the undertakings that execute mergers which have been suspended or prohibited by the Competition Authority. In these cases, the maximum amount of the fine could be 10% of the aggregate annual turnover of the associated undertakings that have engaged in the prohibited behaviour.


The recent financial crisis has put an extraordinary pressure on the resilience of the financial system, which was only able to avoid more extreme consequences with the aid of Governments around the world.

Although most Portuguese banks had a reduced exposure to US and Spanish mortgage markets, the reduced liquidity in the market prevented Portuguese banks from tapping into the international financial markets to fund their domestic activities.

With the collapse of Lehman Brothers in 2009, Portuguese banks were no longer able to securitise loan portfolios, which was one of their main sources of funding, as well as to access other forms of financing.

This situation forced some of the largest Portuguese banks (Caixa Geral de Depósitos, Millenniumbcp and Banco Espírito Santo) to make use of the €20 billion State guarantee scheme, made available by the Portuguese Government following similar measures put forward other EU and OCDE members, to support the banking system. Only BPI and Santander Portugal, ranking in the top five of Portuguese banks, did not issue debt under the Government guarantee scheme.

Like in most other countries around the world, the financial crisis lead to an economic recession, with a drop in Portuguese GDP of 3.9% in 2009 spite the steep increase in Government spending.

With a projected Government deficit of 8.3% for 2010 (falling merely 1% from a record 9.3% in 2009) and a debt of 76.6% of GDP, prospects for the Portuguese economy are not optimistic. All three major rating agencies, Moody's, Standard & Poors and Fitch, downgraded the rating of the Republic of Portugal recently and put Portugal on watch pending the approval by the European Commission of a new "Stability and Growth Plan" for the Portuguese economy to be presented in March.

Comparisons of the Portuguese situation with Greece's, now facing the risk of default, made it more difficult for Portugal to access the international debt markets at levels comparable with those that could be obtained when the markets started to calm down in the fall of 2009.
These comparisons with Greece's debt crisis also caused a massive exit from the Portuguese stock exchange, with the Portuguese index, PSI 20, falling 7.4% and Portugal's CDSs to reach 227 basis points early in February.

Despite the efforts of the Portuguese Government and leading bankers to point out the differences between the Portuguese situation and that of Greece, it is a fact that the levels of the Portuguese Government deficit must be reduced before the Portuguese economy can be put back on track.

In any case, one cannot forget that historically Portugal has only defaulted on its sovereign debt in very few occasions and that, in general, the level of defaults of Portuguese companies involved in international financing transactions should be considered low by any standards.

However, the market's perception of an increased risk of the Republic of Portugal's debt is likely to put additional difficulties to Portuguese public authorities, municipalities, banks and other borrowers, in general, and will require lenders and borrowers to be more careful the way they document and negotiate new financings.

This paper reviews the main implications of the financial crisis in the manner lender and borrowers should approach transactions.


In assessing the viability or the exposure resulting from a claim, lawyers should be able to give clients an estimate of the costs involved, a timeline of the procedures, including appeals and more importantly on the merits of the claim.
This briefing provides an overview of proceedings, which may help foreign clients to understand some of the formalities surrounding Portuguese civil and commercial procedures.


The Portuguese Government has plans for the development of several infrastructure projects in the next decade.
This paper reviews the three major PPP projects that are being carried out in Portugal: the high speed rail network, the new Lisbon international airport and the conclusion of the National Road Programme.