Types of limited companies in Denmark
There are three (3) different types of limited companies in Denmark, comprising of:
- Public Limited Company (A/S shorten for Aktieselskab)
- Private Limited Company (ApS shorten for Anpartsselskab)
- Entrepreneur Limited Company (IVS shorten for Iværksætterselskab)
Common for all three types of companies are that they have limited liability thus the owners are not directly liable for the company’s obligations. Further, they are all subject to the regulations in the Danish Company Act (Selskabsloven).
The main differences are the required minimum share capital in the companies which are:
- A/S minimum DKK 500,000 (app. EUR 67,250)
- ApS minimum DKK 50,000 (app. EUR 6,725)
- IVS minimum DKK 1.00 (app. EUR 0.13)
As for an IVS applies that minimum 25% of the earnings after tax shall be set aside to a special reserve and when the special reserve together with the share capital in the company reaches DKK 50,000 the company has to be converted into anApS. It should also be mentioned that a IVS cannotdistribute dividend to the owners before the share capital and the special reserve reaches DKK 50,000.
The management of an A/S has to comprise of:
- Board of directors of minimum three and
The management of an ApS and an IVS has to comprise of:
- Board of directors of minimum three and/or
Founding of a company
To found a company the following documents needs to be issued:
- Articles of Incorporation
- Articles of Association
- Shareholders’ Register
The documents need to include the following information.
- Founder of the company
- The Company’s name
- Date of incorporation
- The address of the Company (must be in Denmark)
- The company’s objective
- Share Capital
- Nominal value of each share
- Owner of the shares
- Accountant if not opted out of audit
Other practical matters
The founding of a company must be done through the Danish Business Agency (Erhvervsstyrelsen) by filing a digital application. The application can be done by anyone, but there are special requirements related to documenting the presence of the share capital.
The following condition/requirement shall however be met before filing the application:
- The Articles of Incorporation and the Articles of Association have to be executed
- The share capital has to be paid/present (*)
- The money laundry act has to be fulfilled in relation to documentation on the founder, owner and management of the Company
(*) The share capital has to be confirmed by a bank, an accountant or an attorney.
The ownership of the shares shall be filed in the Public Owners’ Register and will be public disclosed.
Publisher: Virtus Advokater – Denmark