IFICI+ (NHR 2.0): Eligibility of Board Members in Startups and Recognised Companies

António Pratas Nunes | Lawyer

The IFICI+ regime (commonly referred to as NHR 2.0) was introduced under the 2024 State Budget Law, replacing the former Non-Habitual Resident (NHR) regime. While it follows the same overarching logic of attracting international talent and investment to Portugal, IFICI+ introduces a more targeted framework, focusing specifically on qualified activities, innovation, technology, and productive economic investment.

 In general, the regime applies to individuals who:

• Become tax residents in Portugal, and
• Have not been tax resident in Portugal in any of the previous five years.

Eligibility depends on the individual performing certain qualified activities, including:

1. Teaching and Scientific Research: Employment or research positions within entities integrated in the national science and technology system.
2. Qualified Employment and Board Positions: Within companies benefiting from contractual investment incentives under the Portuguese Investment Tax Code.
3. Highly Qualified Professions, carried out in:
4. Companies benefiting from investment support regimes; or
5. Industrial or service companies with at least 50% export turnover.
6. Board Members and Qualified positions in companies recognized by AICEP or IAPMEI as relevant to the Portuguese economy;
7. R&D Personnel whose costs qualify for tax incentives under the R&D Investment Tax Regime.
8. Board Members and Qualified positions in Certified Startups;
9. Tax residents in Madeira or the Azores, under region-specific rules.

If eligible, the taxpayer may elect to be taxed at a 20% flat rate on net employment or self-employment income (Categories A and B) derived from the qualified activity.

The benefit applies for 10 consecutive years, starting in the year the individual becomes tax resident in Portugal.

Additionally, a key feature remains from the previous NHR system:

• Certain types of foreign-sourced income (employment, self-employment, capital income, rental income and certain capital gains) may be exempt from taxation in Portugal, while still being considered for determining the effective tax rate applicable to remaining income (exemption with progression).

As we will briefly outline, this is a regime with broad potential applications. In this insight, however, we will focus on just two specific scenarios:

1. Board Members and Qualified positions in companies recognized by AICEP or IAPMEI as relevant to the Portuguese economy;
2. Board Members and Qualified positions in Certified Startups

Board Members and Qualified Roles in entities recognised by AICEP or IAPMEI

To operationalize which companies may qualify under the IFICI+ regime, IAPMEI – the Portuguese Agency for Competitiveness and Innovation issued guidance clarifying:

1. Which roles may be considered qualified positions within the meaning of the regime; and
2. Which companies may be regarded as relevant to the Portuguese economy for the purposes of eligibility.

This clarification is aligned with the policy objectives underlying the regime:

• attracting productive investment, and
• reducing regional economic asymmetries.

The legal purpose here is to attract productive investment and reduce regional asymmetries. In practice, IAPMEI mapped sectors with the potential to drive investment and growth. Where the company’s main CAE falls within those sectors, the IFICI+ route under article d) can be explored.

Eligible sectors (by CAE scope) include:

• Extractive industries — divisions 05 to 09
• Manufacturing — divisions 10 to 33
• Electricity, gas, steam, hot/cold water and chilled air — division 35
• Construction — division 42
• Accommodation and food services — classes 5511 and 5512
• Information and communication — divisions 58 to 63
• Financial and insurance activities — classes 6420 and 6630
• Professional, scientific and technical activities — class 7010 and divisions 71 to 72
• Administrative and support service activities — class 8211
• Education — class 8542
• Human health and social work activities — division 86 (except subclasses 86905 and 86906)

Once the sectoral fit is established, the taxpayer must still meet the corporate  requirement.

Under Portuguese company law, board members (“membros de órgãos sociais”) typically cover:

• Deliberative body (General Meeting): shareholders (S.A.) or quota-holders (Lda.) who decide the essential matters of corporate life.
• Executive body (Management/Administration): managers, management board or executive board who represent and run the company.
• Supervisory body (Audit/Control): audit committee, sole auditor, supervisory board, general and supervisory board, or statutory auditor (ROC), where applicable.

The same logic applies to Startups: if the entity is duly certified as a Startup, then board members may also test IFICI+ eligibility.

This is a complex and fact-specific regime. Eligibility must be assessed both at the company level (sectoral relevance, certification status and effective economic activity) and at the individual level (role performed and remuneration structure).

Where the requirements are met, IFICI+ provides a competitive and stable tax framework, supporting the relocation of strategic talent to companies that contribute to innovation and productive investment in Portugal. Proper structuring at the outset is essential to secure the intended benefits and ensure ongoing compliance.

If you are assessing whether the IFICI+ regime may apply to your circumstances, our team is available to provide personalised guidance. Please feel free to contact us.