Setting up business in Denmark

At Advodan, we can help you with: 

• Choosing the right corporate format (ApS, A/S, P/S, SE, etc.) based on your business needs
• Preparing and drafting all required incorporation documents
• Registering your company with the Danish Business Authority
• Advising on capital requirements and contributions (cash or in kind)
• Structuring ownership and registering beneficial owners
• Drafting shareholders’ agreements and advising on governance structures
• Advising on management requirements and board composition
• Keeping your company compliant with Danish corporate law and EU regulations
• Handling changes to articles of association, ownership, or management
• Supporting you with ongoing legal advice as your business grows

Setting up a business in Denmark

When setting up a business, it is important to choose the proper corporate format and structure from the outset. Your choice has a significant impact on financing options, the level of risk incurred, taxation, and any future transfer of the undertaking, among other factors. Advodan offers expert analysis of your business needs and the options available. We take it upon us to ensure that your business has the best possible legal foundation – both at the outset and in the long term.

Corporate formats and registration

The most applied corporate formats in Denmark are limited liability companies. This is a generic term covering private limited liability companies (ApS), public limited liability companies (A/S) and limited liability partnerships (P/S). These are governed by the Danish Companies Act, which is strongly influenced by EU regulations while also subject to Danish national legislation. Other ownership options include European Companies (SE), limited partnerships, partnerships, and branches of foreign enterprises.

Regardless of the chosen format, all businesses in Denmark must be registered with the Danish Business Authority. This is a prerequisite for doing business in Denmark. The same applies to European Companies (SE) domiciled in Denmark under their articles of association.

As the above registration has legal consequences, it is of paramount importance to ensure that the legal foundation for your incorporation is sound.

What is the key differences between ApS and A/S?

As a general rule, the Companies Act imposes more requirements on private companies limited by shares than on private limited companies. However, private companies limited by shares also enjoy several advantages, for example when it comes to financing.

What is the costs of setting up a limited liability company?

Setting up a company in Denmark is in itself not very costly. The capital requirements vary depending on the type of company.

If you wish to set up a private company limited by shares, you must subscribe to a share capital equivalent to at least DKK 400,000 (2025). A private limited company requires a minimum share capital of DKK 20,000 (2025).

The share capital may be contributed in cash or by way of other valuables – for example contributions in kind. If you choose to contribute in kind, this contribution must be of a financial value. The contribution cannot consist of an obligation to perform work or supply a service. To ensure that the value is not overstated, a certified public accountant must prepare an estimate of the financial value of the contribution according to up-to-date accounting principles.

If you set up your company using cash contributions only, you are required to pay at least 25% of the share capital (however, a minimum of DKK 20,000 (2025)).

As a general rule, the shares of a public limited company (A/S) are freely transferable, unless the articles of association provide otherwise. For private limited companies (ApS), the Companies Act prescribes restrictions on the transferability of ownership interests, and additional restrictions may be set out in the articles of association.

Documentation and registration

At Advodan, we will assist you in preparing the necessary documents so that they meet the requirements set out in Danish corporate law and suit the specific needs of your company. We also offer to register the company with the Danish Business Authority.

For certain types of companies, we can complete the establishment and provide the required documentation within one to two business days. For other types, the process may take one to two weeks before the company is ready for operation.

Setting up a limited liability company requires the preparation of a memorandum of association, articles of association and a register of shareholders. The Companies Act requires all three documents. If the articles of association are later amended or if the shareholders change, you must remember to register these changes with the Danish Business Authority.

You should be aware that a company in Denmark only takes legal effect once it has been registered with the Danish Business Authority. Until the registration is complete, persons acting on behalf of the company are personally liable for the obligations of the company, including any agreements or contracts entered into during its formation.

Multiple owners

If there are several owners of the company, you should consider entering into a shareholders’ agreement, which regulates the relationship between the shareholders. A shareholders’ agreement does not need to be registered with the Danish Business Authority and is therefore not a public document. The shareholders’ agreement does not bind the company itself but creates obligations between the shareholders. If you wish to bind the company, the provisions of the shareholders’ agreement must be incorporated into the company’s articles of association.

Public administration and disclosure

The administration of companies in Denmark is public. The Danish Business Authority operates an online system that makes certain information about your company publicly available. The memorandum of association and the articles of association must be submitted to the Danish Business Authority and will thereafter be publicly available.

All businesses must register their legal as well as their beneficial ownership. This information is also available to the public. The beneficial owners are the physical persons who ultimately own or control a business. Such ownership or control may be based on capital shares, voting rights or another type of influence – for example the right to appoint a member of management.

In addition to the above, the publicly available information includes registered capital, corporate purpose, management, and annual reports (the latter only applies to limited liability companies), among other details.

Advodan – personal advice, local insight, and law at eye level

At Advodan, we offer personal legal advice in all areas of business law. Across our more than 20 offices throughout Denmark, over 100 legal professionals are ready to assist you. This means that your Advodan business lawyer is not only an expert in corporate documents, but also understands your local challenges and can draw on the knowledge and experience of colleagues nationwide.

We can help you with your legal questions, disputes, or other needs – whether you work in a small or medium-sized company, a foundation, or an association. We know that legal matters can be complex in both form and substance. That is why we make it a priority to meet our clients at eye level – both in our advice and in the documents you receive as our client.

By letting a specialized business lawyer from Advodan assist you with your contracts, you ensure that they comply with current legislation and reflect your company’s needs and objectives in the best possible way. We advise you on potential risks and opportunities and help align your contracts with the company’s other agreements where it is beneficial. If you are unsure about your specific needs – for example, whether a contract is necessary at all – we start by clarifying this together.