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INVESTOR’S GUIDE to PORTUGAL 2014 Investor’s Guide to Portugal 2014 Page 2 of 7

INVESTOR’S GUIDE to PORTUGAL 2014 Investor’s Guide to Portugal 2014 Page 2 of 76 CONTENTS I. INTRODUCTION .................................................................................................. 4 1.1 Take a look at Portugal ............................................................................ 5 1.2 Portugal: competitive advantages .......................................................... 7 1.3 Getting the Feel of Portugal ................................................................... 10 II. CORPORATE .................................................................................................... 14 2.1 Introduction: The Instant Company Service ......................................... 14 2.2 Types of Companies ................................................................................ 14 2.3 Proceedings on incorporation ................................................................ 16 2.4 Venture Capital Market ........................................................................... 24 2.5 Mergers and Acquisitions ....................................................................... 25 III. LABOR .......................................................................................................... 31 3.1 Forms of Employment Contract .............................................................. 32 3.2 General Rules on Hiring workers ........................................................... 34 3.3 Social Security contributions .................................................................. 40 IV. TAXATION ...................................................................................................... 42 4.1 Introduction ............................................................................................ 42 4.2 Corporate Income Tax (IRC) .................................................................. 43 Investor’s Guide to Portugal 2014 Page 3 of 76 4.3 Personal Income Tax (IRS) .................................................................... 47 4.4 Value Added Tax (VAT) ........................................................................... 49 4.5 Real Estate Taxation (IMI and IMT) ...................................................... 50 4.6 Stamp Duty (IS) ...................................................................................... 51 4.7 Portuguese Free Trade Zones ................................................................. 52 4.8 Especially Attractive Features of the Portuguese Tax Regime ............. 53 4.9 Double Taxation Agreements ................................................................. 55 V. REAL ESTATE INVESTMENT ................................................................................. 57 5.1 Acquiring or Selling Real Estate ............................................................. 57 5.2 Real Estate – When Something Goes Wrong ......................................... 59 5.3 The New Renting Law – More Confidence ............................................. 63 5.4 Real Estate Investment Funds ............................................................... 66 5.5 Share Investment Funds ........................................................................ 68 VI. DISPUTE SETTLEMENT ..................................................................................... 69 6.1. Traditional Justice.................................................................................. 70 6.2. Alternative Dispute Resolution (ADR) .................................................. 72 VII. CONCLUSION ................................................................................................ 73 VIII. SOURCES .................................................................................................... 74 IX. CONTACT US .................................................................................................. 76 Investor’s Guide to Portugal 2014 Page 4 of 76 I. INTRODUCTION With this document Ferreira Leite, Rua, Pontes & Associados wishes to offer its friends and clients an objective set of key guidelines to invest in the many areas of investments Portugal. Our intention is to provide brief but systematic information on how to invest in Portugal from a corporate, tax and Labor law point of view and also highlight the benefits of investing in Portugal. The information provided by this Guide does not free the investor from the need to take further specific legal advice. Please feel free to contact us in case you need any further information concerning this subject. Lisbon, 21st February 2014 Nuno Ferreira Leite Rua Managing Partner Investor’s Guide to Portugal 2014 Page 5 of 76 1.1. Take a look at Portugal Official Name - Portuguese Republic Founding of the Portuguese State - 1143 Founding of the Republic - 1910 Political System - Parliamentary Democracy Language - Portuguese Constitutional System - A Republic ruled by a Constitution. The President is the head of State and the Government is headed by a Prime Minister. The unicameral Parliament (Assembleia da República) comprises elected members up to 230. The President is directly elected every five years and the Members of Parliament every four years. Political Parties represented in Parliament - Social Democratic Party (Partido Social Democrata), Socialist Party (Partido Socialista), Popular Party (Partido Popular), Communist Party (Partido Comunista), Left Block (Bloco de Esquerda) and Ecologist Party, The Greens (Partido Ecologista, Os Verdes). Territorial Organization - 18 districts in the Continent and two Autonomous regions (Azores and Madeira islands). Capital - Lisbon (Lisboa) Area - 92.142 km2 Population - 10.5 million Working population - 5 million Currency - Euro (divided into 100 cents) Language - Portuguese is the third most widely spoken European language in the world and is mother tongue to about 200 million people. Countries in which Portuguese is the official language: Angola, Cape Verde, Guinea-Bissau, Mozambique, S. Tome and Principe in Africa, Brazil in South America and East Timor in Asia. There are Investor’s Guide to Portugal 2014 Page 6 of 76 also Portuguese-speaking communities in other countries: important communities of recent immigrants in Europe (France, Luxembourg and Germany), the Americas (United States, Canada and Venezuela), Africa (South Africa) and Australia, as well as small groups of people in former colonies such as Goa and Macau. In Portugal, most people in business circles speak at least one foreign language, typically, English, Spanish and / or French. International Relations United Nations - since 1945 (founding member) NATO - since 1949 (founding member) Council of Europe - since 1976 European Union - since 1986 Community of Portuguese Speaking Countries - since 1996 (founding member). Portugal has established diplomatic relations with over 180 countries. Economic Overview Remarkable Convergence Notwithstanding the current context of international crisis, according to the OECD, next to Ireland, Portugal was the country with the highest GDP growth rates in Europe over the last forty years. Gross national income per capita Main Economic Indicators Investor’s Guide to Portugal 2014 Page 7 of 76 1.2. Portugal: competitive advantages Strategic Location The combination of Portugal’s economic openness, strong ties with the EU and unique geo-strategic location, make it a natural gateway between the EU and world markets. The country’s ties with the African continent, Brazil and the transatlantic link to the USA provide a cost -effective base for internationalization. The industrial platform covers a total area of nearly 8 sq. miles (c. 2000 hectares), representing an excellent option for investors wishing to supply the EU market and to ship products by way of the most western deep-sea ports in Europe. Adding to that, Lisbon maintains a leading position in terms of business location, ranked 17th most attractive in Europe (2011, Cushman & Wakefield European Cities Monitor). Low-cost Workforce Portuguese employees are known for their versatility and commitment to work, with a positive attitude towards the adoption of new technologies and practices. Workers proposed and adopted a flexible working regime, agreed with top management, which optimizes efficiency according to market demand, being Portugal on top 3 in the former 15 EU members for average annual hours actually worked per worker. In addition, Portugal has: 1) One of the lower labor costs in the former EU 15 members; 2) The lowest absenteeism levels of all European operations. Excellent environment to live and work Living in Portugal is extremely agreeable. Residents and their families enjoy a quality of life that is enviable and rare in a modern society, with safe urban centers and open surroundings felt by all who live in the country. An international study by Deloitte Consulting on the top locations for meetings and events placed Lisbon as one of the top five cities, chosen by organizers. Portugal presents extremely low crime rates when compared with other European countries. Investor’s Guide to Portugal 2014 Page 8 of 76 Infrastructures During the past decade Portugal has invested heavily in modernizing its communications infrastructure: the result is an extensive network of land, air and maritime route facilities. The bigger cities like Lisbon and Oporto have major seaports and are very well connected by highways, railroads and airports. In July 2012, Lisbon has achieved a higher level in terms of infrastructures, since it opened the Metropolitan in the Lisbon International Airport, allowing a better arrival and transportation to the people who visit Lisbon in business or leisure. Guimarães 2012 Through the years Portugal has been a country which has supported Culture and Cultural development, not only in the biggest cities such as Lisbon and Oporto, but also in the smallest cities. In this sense, Guimarães was elected the European Capital of Culture for the 2012, having been the stage for many cultural events in music, theater, cinema and many others arts during the year 2012. This city is known for having been the “Crib of Portugal”, in 1143, and has embraced this opportunity to attract more tourists and investments. Braga – European Capital of Youth 2012 Portugal is a country which knows the importance of the future and knows that the future belongs to the Youth. With this main goal of promoting cultural activities and knowledge for the young people, Braga has been elected the European Capital of Youth for 2012, a city in the North of Portugal, surrounded by History and Culture for all ages. International Sports Events Portugal has been a chosen country to receive important international events due to its infraestructures for the several modalities os sport, as per example football Stadiums. In this sense, Lisbon will be the stage of the upcoming Champions League final on 24th May, in Estádio da Luz. The country, the people and the climate are a beautiful and atractive Welcome card to all types of events, which we also highlight Golf Championships in the area of Sintra and in Algarve. As an international event for we also highlight Vodafone Rally de Portugal, one of the Rally stage of the FIA World Rally Championship. In 2014 Lisbon becomes the focus of the opening day with the start ceremony and opening stage returning to the area alongside Jerónimos Monstary, a UNESCO World Heritage Site. Investor’s Guide to Portugal 2014 Page 9 of 76 EU Integration As Portugal rapidly integrates into the EU and Portuguese economic development approaches the level of other economies in the Union, the number of business opportunities increases and the country becomes a more attractive destination to uploads/Geographie/ investors-guide-2014.pdf