Forming a Danish Business
Most Danish companies are limited liability entities, and choosing the right structure and getting the formation documents right the first time avoids costly corrections later.
- Clear guidance on choosing between a public limited company (A/S) and a private limited company (ApS)
- Memorandum and Articles of Association drafted in English where needed, with no notarial certificate required for signatures
- Advice on branch offices and representative offices for foreign companies not ready to incorporate a Danish subsidiary
- Practical support getting share capital paid in correctly, so registration is not held up
Steen Rosenfalck advises on forming Danish businesses for international clients. Contact Rosenfalck & Thorup to start your company formation.
Steen Rosenfalck
Advokat (Denmark) (higher rights of audience), Solicitor of the Senior Courts of England and Wales, LL.M.
What is the most common structure for a Danish company?
Most Danish companies are limited liability companies, formed either as a public limited company (A/S) or a private limited company (ApS). The choice between the two depends on the scale of the business and its capital and governance requirements.
What documents are needed to establish a Danish company?
Establishing a company requires a Memorandum of Association and Articles of Association. Both documents can be drafted in English, and no notarial certificate is required for signatures, which simplifies the process for foreign founders who are not physically present in Denmark.
How is share capital handled?
Share capital must be paid to the company's bank account, or alternatively to the client account of the company's attorney before the company can be validly registered.
Do I need to incorporate a company to operate in Denmark?
Not necessarily. A foreign company can also operate in Denmark through a branch office or a representative office instead of incorporating a separate Danish entity.
What is a branch office?
A branch office is not a separate legal entity — it represents the overseas company in Denmark. It must be registered with the Danish Business Authority, and registration can typically be completed within a couple of weeks. A branch office is subject to Danish corporate taxation.
What is a representative office, and how is it different from a branch?
A representative office is limited to a number of restricted activities, such as receiving orders and initial marketing. It cannot invoice, carry out administrative work, or engage in a specific limited-time activity beyond that scope. A representative office does not need to register with the Danish Business Authority, has no separate legal personality, and is generally not subject to Danish corporate taxation.