PORTUGAL Law and Practice Contributed by: João G Gil Figueira, Rodrigue Devillet Lima and Catarina Andrade Miranda, GFDL Advogados
• Decree-Law No 486/99 of 13 November estab - lishes the Portuguese Securities Code, which sets the core rules regarding securities and is part of the main legal framework of Portugal’s financial sector. • Decree-Law No 298/92 of 31 December estab - lishes the Portuguese Legal Framework of Credit Institutions and Financial Companies. • Law No 102/2015 of 24 August establishes the Crowdfunding Financing Act, which closely follows the provisions set by Regulation (EU) 2020/1503 of the European Parliament and of the Council of 7 October 2020 on European crowdfunding service providers for business, and lays down uniform requirements for the provision of crowdfunding services, for the organisation, authorisation and supervision of crowdfunding service providers, for the operation of crowdfunding platforms as well as for transparency and marketing communications about the provision of crowdfunding services in the EU. • Law No 83/2017 of 18 August establishes the Combat Measures for Anti-Money Laundering and Terrorism Financing Act, which serves as a general framework for all fintechs on what concerns their anti-money laundering (AML) obligations as well as the implementation of “Know Your Customer” (KYC) provisions (the “AML Act”). • Decree-Law No 91/2018 of 12 November estab - lishes the Payment Services and E-money Act. • Decree-Law No 27/2023 of 28 April establishes the legal framework for asset management, which establishes the general framework for asset man - agement companies and different types of collec - tive investment organisations (including funds) (the “Asset Management Regime”). • Consumer Protection Acts also apply when dealing with consumers, including: (a) the Distance and Off-Premises Law (Decree- Law No 24/2014); (b) the E-commerce Law (Decree-Law No 7/2004); (c) the Digital Goods, Content and Services Law (Decree-Law No 84/2021); and (d) the General Contractual Clauses Law (Decree- Law No 446/85). • The General Data Protection Regulation, Regula - tion (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons regarding the processing of per -
sonal data and on the free movement of such data (GDPR), is directly applicable in Portugal. • The MiCA Regulation came into effect in June 2023 and is fully enforceable in Portugal from 30 December 2024. The Portuguese government has enacted Law No 69/2025 of 22 December, which implements the MiCA Regulation at the national level. The Bank of Portugal and CMVM were desig - nated as the competent regulatory and supervisory authorities, responsible for ensuring compliance with the applicable legal framework. Their respec - tive powers cover: (a) regulatory and prudential supervision; (b) conduct-of-business oversight; (c) market supervision; and (d) the prevention of market abuse in relation to crypto-assets and CASPs. • Regulation (EU) 2022/2554 on digital operational resilience for the financial sector – Digital Opera - tional Resilience Act (DORA). The above-mentioned Acts are the foundational framework applicable to most fintechs. Other provi - sions and regulations may apply, and any entrepre - neur in this sector must comply with the ordinances issued by regulators and supervisory authorities that are regularly enacted in light of ongoing developments in sectorial practices. In addition to local laws, regula - tions and ordinances, EU frameworks also extensively regulate fintech activities. 2.3 Compensation Models The Portuguese legal framework does not provide pre- established compensation models or mechanisms for fintechs. Compensation schemes will largely depend on the type of business or project being developed, applicable regulations and type of clients. Rules appli - cable generally stem from the Market in Financial Instruments Directive II (MiFID II). The compensation models for a fintech project will usually be designed using a commission, fee or inter - est loan model. Under the commission model, the industry participant will draw compensation from the subscription or closing of the position of a specific product. Under a fee-based model, the industry par - ticipant will collect a fee (fixed or variable) for render - ing a specific product or service.
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