Understanding the RCBE: Central Register of Beneficial Ownership in Portugal
Tomás Melo Ribeiro | Lawyer
The Central Register of Beneficial Ownership (RCBE, Registo Central do Beneficiário Efetivo) is a mandatory register established by the Portuguese government to promote corporate transparency and ensure compliance with anti-money laundering and counter-terrorist financing legislation. The RCBE’s main objective is to identify the natural persons who ultimately own or control companies and other legal entities operating in Portugal, whether such control is direct or indirect.
The legal framework for the RCBE is set out in Law No. 89/2017, which transposed the European Union’s anti-money laundering directives into Portuguese law. Since its introduction, the RCBE has become a central component of corporate compliance in Portugal.
All legal entities operating in Portuguese territory are required to register under the RCBE. This includes commercial companies such as limited liability and joint-stock companies, associations, foundations, cooperatives, and also branches or representative offices of foreign entities. Other entities engaged in any kind of activity in Portugal may also fall under this obligation.
A beneficial owner is defined under Portuguese law as any natural person who ultimately holds an ownership interest in an entity, exercises significant control or influence over it, or benefits economically from its activities. Control may be exercised through shareholding, voting rights, contractual arrangements, or other means. Each entity is responsible for carefully evaluating its structure to accurately identify all individuals who meet these criteria, even if that control is not readily apparent in corporate documents.
RCBE declarations must be submitted through the Justice Portal (Portal da Justiça). For newly incorporated entities, the initial declaration must be submitted within 30 days of incorporation. Any subsequent changes to beneficial ownership must also be reported within 30 days of the change. In addition, all entities must submit an annual confirmation of their RCBE information by 31 December. It is important to understand that the RCBE declaration is separate from the commercial registration; both are legally required, but serve different regulatory purposes.
The initial RCBE declaration must be submitted by a shareholder or partner of the entity. However, once the company is incorporated, lawyers, notaries, and solicitors may assist with and submit the declaration on the entity’s behalf.
Failure to comply with the RCBE obligations can lead to serious legal and financial consequences. These include administrative fines ranging from €1,000 to €50,000, as well as restrictions on core business activities. Non-compliant entities may be prohibited from distributing profits, entering into or renewing contracts with public entities, applying for public or EU funding, participating in public tenders, trading company securities on regulated markets, or carrying out real estate transactions.
By keeping a clear and up-to-date record of beneficial ownership, companies operating in Portugal contribute to national and international efforts to strengthen corporate transparency and financial integrity. The RCBE is a key tool in reinforcing trust in the business environment and ensuring responsible corporate governance.
If you require any assistance with your RCBE obligations, whether for a first-time submission, a change in beneficial ownership, or your annual confirmation, the Corporate Team at LVP Advogados would be pleased to support you.
