Doing business in Norway
In this article, we'll dvelve into the nuances of doing business in Norway, shedding light on the Norwegian market and providing essential insights into establishing a Limited company (AS).
Exploring the Norwegian Market
In the dynamic world of global commerce, Norway emerges as a captivating destination for businesses seeking growth and expansion. With its breathtaking landscapes and robust economy, this Nordic nation attracts entrepreneurs and business owners with a promising business environment for innovation and sustainability.
At Athene Tax, we recognize the unique challenges that come with establishing a presence in a foreign market, and our seasoned experts are here to guide you through the intricacies of doing business in Norway while ensuring compliance with the country's regulations.
Types of Companies in Norway:
Before venturing into the Norwegian business landscape, it's crucial to understand the various business structures available. In Norway, common company types include:
- Limited company - AS (Aksjeselskap)
- Branch office of a foreign company - NUF (Norskregistrert utenlandsk foretak)
- General partnerships - ANS/DA (Ansvarlig selskap/Delt ansvar)
- Co-operative - SA (Selskap med delt ansvar)
- Sole proprietorship - ENK (Enkeltpersonforetak).
A Limited company (AS)
For those considering a limited company, the most common form of business in Norway, there are several key considerations.
The share capital should be at least NOK 30.000.00, divided into one or several shares. The founders can pay more than this for the shares, then they pay premium. The sum of the share capital and the premium constitute the share capital contribution. The amount can be paid in the form of cash or assets, or a combination of these.
If the entire share capital contribution is paid in cash, it is most common to deposit this into a share capital account with the bank. When the entire sum is made up of cash, a bank, an attorney, an auditor or an accountant must confirm the payment.
The founders must prepare a statement containing a description of each asset. They also need to make a statement that the assets the company should take over, have the agreed value. The statement must be signed by all the founders and confirmed by the auditor.
Establishing a Limited company
In order to start a limited company, there is an obligation to create a memorandum of association. Before it’s done, it would be a good idea to figure out who is going to join the company’s board - a limited company is required to have a board consisting of at least one member. The election of the board must be stated in the memorandum of association, and the founders must also decide the name of the company.
The board must also consider whether the company needs to have an auditor and who this should be. If the company chooses to have an auditor, this must also be stated in the memorandum of association. Some limited companies may choose not to have its annual accounts audited, assumed that certain criteria are met. We call this to waive audit. Limited company must submit the annual accounts to the Register of Company Accounts even if it is not required to be audited.
Registering the company
When establishing a limited company you have to fill out an application for registering the company in Norway. Unfortunately it’s not possible to send out the registration form online for new limited companies with foreign Board of Directors and founders who do not possess Norwegian national identity number. Such applications must be sent by paper form using post, so all applicants need to be prepared for longer waiting time.
In case of national residents of Norway, application for registration of new company can be submitted online. When the form has been filled in, everyone who owns shares in the company, must sign the memorandum of association online. As the end step of registration online, it is a need to proceed directly to filling the Coordinated register notification, and the information filled in the memorandum of association will be directly transferred to this form.
The deadline for receipt of notification about registration of the company, is three months from the date when the memorandum of association was signed by the founders.
Required attachments when registering a Limited Company
Documents that always must be enclosed when you register a company are:
- Memorandum of association including articles of association
- Declaration from an auditor, a financial institution, bank, lawyer or accountant confirming that the share capital contribution has been paid up if it only consists of money
- By the non-cash contributions (other assets than cash) – statement signed by the founders and confirmed by an auditor.
- Declaration from the auditor, confirming payment of the share capital contribution
Athene Tax: Your partner for seamless establishment
There are a lot of essential components to complete the establishment process successfully and we understand that navigating the Norwegian business landscape can be complex. Our team of experts are dedicated and ready to help you every step of the way.
Whether you have questions about company registration, compliance, or any other aspect of doing business in Norway, we are here to assist. Contact us today to unlock the full potential of your business in Norway.
