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Setting up your own limited company (ApS) in Denmark can be quick and easy if you know what you’re doing. In this blog post, we’ll walk you through everything you need to do to get started with your ApS, from registering with the Danish Business Authority to paying capital into your NEM account. We’ll also give you some tips on what to watch out for when setting up your ApS, so that you can avoid any pitfalls along the way.
Before we get into the nitty-gritty of setting up your ApS, let’s first take a look at what an ApS is and what the requirements for setting one up are.
An ApS is a private limited company form that is commonly used in Denmark. The key advantage of an ApS is that it limits the liability of the company’s shareholders. This means that if the company gets into financial difficulty, the shareholders will only be liable for the amount of money they have invested in the company (the share capital).
In order to set up an ApS, you will need to have a minimum share capital of 40,000 DKK.
This can be either paid in cash or in kind (e.g. property or equipment).
The share capital must be paid into a NemKonto (a special type of bank account used for business transactions in Denmark) before the company can be registered with the Danish Business Authority.
The management of an ApS must consist of at least one managing director who is a natural person (i.e. not another legal entity such as another limited company).
The managing director must be resident in Denmark or another Nordic country.
The ownership of an ApS must be recorded in an ownership register.
This register must be kept up to date and must contain the following information for each shareholder: name, address, nationality, date of birth, and shares held.
An annual report must be filed for an ApS every financial year.
This report must be lodged with the Danish Business Authority no later than four months after the end of the financial year.
The annual report must contain information on the company’s activities during the year, its financial status, and its expected future development.
An ApS is subject to corporate tax on its profits at a rate of 22%. In addition, VAT must be paid on all supplies of goods and services made by an ApS at a rate of 25%.
Now that we’ve covered some of the basics, let’s take a look at how you can actually go about setting up your own ApS quickly and easily.
The first step is to register with the Danish Business Authority.
You can do this either online or in person at their offices in Copenhagen or Aarhus.
Once you have registered with the Danish Business Authority, you will need to pay your share capital into a NemKonto account.
You can do this either through your own bank or through one of the two authorised NemKonto providers in Denmark (Nordnet or Clearhaus).
Once you have paid your share capital into your NemKonto account, you will need to provide proof of payment to the Danish Business Authority within 14 days.
This can be done either by sending them a copy of the bank transfer confirmation email/letter or by uploading a copy of the transfer confirmation document onto their website.
After they have received proof of payment, they will issue you with a CVR no., which is your company registration number.
The next step is to prepare your memorandum of association and articles of association. These documents need to be signed by all shareholders and by two witnesses who are not shareholders or directors in the company. The witnesses must be over 18 years old and must have valid ID (e.g. passport or driver’s licence). After these documents have been signed, they need to be sent to the Danish Business Authority along with proof of payment for their registration fee (800 DKK).
Once these steps have been completed, your ApS will be registered and you will be ready to start doing business!
Conclusion
Setting up an ApS can seem like a daunting task, but it doesn’t have to be! By following these simple steps, you can have your own ApS up and running in no time at all. And remember: if you ever have any questions about setting up or running yourApS, our team of experts is always here to help!
