A Statutory Auditor (Revisor Oficial de Contas – ROC) possesses expertise comparable to a Certified Accountant. However, the two professions have distinct responsibilities, and in certain situations Portuguese law requires the involvement of a Statutory Auditor.

In this article, we explain the role of a Statutory Auditor and the main differences between this profession and the profession of a Certified Accountant.

Statutory Auditor: When Is One Required?

Terms such as Certified Accountant, Statutory Auditor, and Official Accountant Technician are often confused.

First, it is important to note that, since 2015, the title Official Accountant Technician (Técnico Oficial de Contas – TOC) was officially replaced by Certified Accountant (Contabilista Certificado – CC) following the entry into force of Law No. 139/2015, which introduced a new professional statute for the profession.

For this reason, it is useful to understand the distinction between a Statutory Auditor (ROC) and a Certified Accountant (CC).

Both professionals play an important role in the management and financial reporting of businesses, although their responsibilities and legal functions differ significantly.

The following sections explain the role of each profession.

Certified Accountant

To practice as a Certified Accountant, professionals must obtain official recognition and register with the Order of Certified Accountants (Ordem dos Contabilistas Certificados – OCC), the professional body responsible for regulating the profession and establishing the ethical and professional standards governing its members.

The responsibilities of a Certified Accountant include:

Organizing, coordinating, and managing the accounting records of public and private organizations that are required to maintain organized accounting records;

Ensuring that a company’s accounting and tax affairs comply with all applicable legislation and professional standards;

Signing the company’s financial statements and tax returns jointly with its legal representative.

Even where a company is not legally required to maintain organized accounting records, appointing a Certified Accountant is strongly recommended to ensure sound financial management and compliance.

Statutory Auditor (ROC)

A Statutory Auditor is a highly qualified professional with expertise in accounting, auditing, finance, economics, taxation, and business law.

One of the Statutory Auditor’s principal responsibilities is issuing the statutory audit report and the legal certification of the financial statements, providing an independent opinion on a company’s financial position, operating results, and cash flows.

These audits are carried out in accordance with the professional and technical standards established by the Order of Statutory Auditors (Ordem dos Revisores Oficiais de Contas – OROC).

A Statutory Auditor may perform the following duties:

• Carrying out statutory audits of financial statements and related assurance services for companies and other organizations;
• Reviewing specific financial transactions, assets, and liabilities;
• Performing statutory audits and exercising supervisory functions within companies and other entities;
• Conducting audits required by law, a company’s articles of association, or contractual obligations.

When Is a Statutory Auditor Mandatory?

The appointment of a Statutory Auditor may be mandatory depending on a company’s legal structure, size, and financial indicators.

This requirement generally applies to Public limited companies (Sociedades Anónimas, in portuguese), regardless of their size;

Private limited companies (in Portuguese they are called Sociedades por Quotas) that do not have a Supervisory Board and exceed two of the following three thresholds for two consecutive financial years:

• Total assets exceeding €1,500,000;
• Net turnover and other income exceeding €3,000,000;
• An average workforce of more than 50 employees during the financial year;
• Non-profit organizations;
• Public sector entities with administrative and financial autonomy;
• Investment funds (both securities and real estate investment funds);
• Autonomous State Funds.

If you are unsure whether your company is legally required to appoint a Statutory Auditor, seeking professional advice is the best way to ensure compliance with Portuguese legislation and corporate governance requirements.