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Business Structures

Gerente

Managing Director

The person who manages a Portuguese Lda and represents it legally. Their appointment and pay are decided by the owners and recorded in an ata. Even an unpaid gerente triggers a minimum Social Security contribution.

The gerente (managing director) is the person who runs a Portuguese limited company (Lda) and represents it legally. They sign in the company's name, deal with the bank and the tax authority, and carry the day-to-day responsibility for the company's obligations. The owners (sócios) appoint the gerente, and in a small single-owner company the owner is usually also the gerente, a combination called a sócio-gerente.

Owner vs. manager

These two roles are easy to blur because in a one-person company they are the same human, but they are distinct:

  • The sócio owns the company (holds the quota, the share).
  • The gerente manages it.

A gerente does not have to own any of the company, and an owner does not have to manage it. The distinction matters when you write atas, because some decisions belong to the owners and some to the manager.

Appointment and pay go in an ata

Appointing a gerente, and deciding whether they are paid, are decisions for the owners and belong in an ata in the livro de atas. The pay question is not a formality: a gerente can serve unpaid, and many solo founders choose to, but that choice should be written down rather than left implicit.

The Social Security catch

Here is the part that surprises people. Registration with Social Security as gerente is mandatory, and deciding on a zero salary does not mean zero contributions. Even with no pay, a minimum contribution applies, calculated on a base of one IAS (the social-support index), which works out at roughly 2,200 euros a year in 2026.

There is one common way out: acumulação. If you are already contributing as a self-employed worker (trabalhador independente) above the minimum, your gerente contribution may be reduced or waived. These rules have changed several times, so treat this as a question for your contabilista certificado rather than an assumption. The point to take away: write the unpaid-gerente decision into an ata, and budget for the Social Security minimum unless acumulação clearly applies to you.

Frequently asked questions

What is a gerente?

A gerente is the person who manages a Portuguese limited company (Lda) day to day and represents it legally, signing contracts and acting in the company's name. The owners (sócios) appoint the gerente; in a single-owner Unipessoal Lda the owner is usually also the gerente, a setup known as sócio-gerente.

Does the gerente have to take a salary?

No. The owners decide whether the gerente is paid, and a gerente can serve unpaid. That decision should be recorded in an ata, because the gerente's pay is a matter for the owners to deliberate. The choice has tax and Social Security consequences, so it is worth deciding deliberately rather than by default.

Does an unpaid gerente still pay Social Security?

Usually yes. Registration with Social Security as gerente is mandatory, and even with no salary a minimum contribution applies, based on one IAS (roughly 2,200 euros a year in 2026). The main exception is acumulação: if you already contribute as a self-employed worker (trabalhador independente) above the minimum, the gerente contribution may be reduced or waived. The rules here change often, so confirm your case with a contabilista certificado.

Is the gerente the same as the owner?

Not necessarily. The sócio is the owner of the company; the gerente is whoever manages it. They are often the same person in a small company (sócio-gerente), but a gerente does not have to own any of the company, and an owner does not have to be a gerente.

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