Revisor Oficial de Contas
Statutory Auditor
A statutory auditor registered with the Ordem dos Revisores Oficiais de Contas (OROC) who independently audits and certifies a company's accounts. Required only for larger companies and all SAs, not for small Ldas, which need only a contabilista certificado.
A Revisor Oficial de Contas (ROC) is a statutory auditor, a regulated professional registered with the Ordem dos Revisores Oficiais de Contas (OROC). A ROC independently audits a company's financial statements and signs the Certificação Legal das Contas (CLC), the legal certification that the accounts give a true and fair view.
ROC vs. contabilista certificado
These are two different professions doing two different jobs, and they are easy to confuse:
- A contabilista certificado (CC) prepares the accounts and files the tax declarations (Modelo 22, IES, IVA). Every Portuguese company must have one.
- A ROC independently audits and certifies those accounts. The role exists to give outsiders (shareholders, banks, the tax authority) assurance that the numbers are sound.
The CC produces the accounts; the ROC audits them. Because the ROC has to be independent, the same person cannot be both your CC and your ROC for the same company.
When a company needs a ROC
- Sociedade por quotas (Lda): only when, for two consecutive years, the company exceeds two of these three limits (Article 262 CSC): total balance sheet 1,500,000 euros, net turnover 3,000,000 euros, and 50 employees on average during the year. Below that, a CC alone is enough.
- Sociedade anónima (SA): always. An SA must have a statutory audit structure that includes a ROC.
For a small Unipessoal Lda, a one-founder bootstrapped company, the thresholds are nowhere close, so you work with a contabilista certificado and not a ROC. You only bring in a ROC if the company grows into audit territory.
Why the distinction matters for foreigners
If you arrive from a country where one "accountant" or "auditor" covers everything, the split can be confusing. In Portugal the two roles are deliberately separate and held by different professional bodies (OCC for the CC, OROC for the ROC). For almost every solo founder and small business the answer is simple: you need a contabilista certificado, and you will not need a ROC unless the company gets much bigger.
Frequently asked questions
What is a Revisor Oficial de Contas?
A Revisor Oficial de Contas (ROC) is a statutory auditor registered with the Ordem dos Revisores Oficiais de Contas (OROC). A ROC independently audits a company's financial statements and issues the Certificação Legal das Contas (legal certification of accounts). The role is independent of whoever keeps the books, so a ROC cannot be the same person as the company's contabilista certificado.
What is the difference between a ROC and a contabilista certificado?
The contabilista certificado (CC) prepares the accounts and files the tax declarations (Modelo 22, IES, IVA). The ROC independently audits and certifies those accounts. Every Portuguese company must have a CC; only larger companies and all SAs must also have a ROC. In short: the CC produces the accounts, the ROC audits them.
Does my small Lda need a ROC?
Usually no. A sociedade por quotas (Lda) only needs a ROC when it exceeds two of three limits for two consecutive years: 1,500,000 euros total balance sheet, 3,000,000 euros net turnover, and 50 employees on average (Article 262 of the Código das Sociedades Comerciais). A small Unipessoal Lda is far below these, so it needs only a contabilista certificado. A sociedade anónima (SA) always needs a ROC.
Related terms
A certified accountant registered with the Ordem dos Contabilistas Certificados (OCC). Required by law for companies and for sole proprietors on the normal regime, but not for the simplified regime.
Regime SimplificadoRegime Simplificado de Tributação · Simplified Tax RegimePortugal's simplified tax regime for solo entrepreneurs and small businesses, where taxable income is calculated using fixed coefficients applied to gross revenue.