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If you want to establish a public or private limited liability company, you can use the Danish Business Authorities’ templates for statutes and memorandum of association. The documents must be in Danish.

If you want to establish a branch in Denmark of a foreign limited liability company, you must submit the following documents when using the self-service "Start Company":

• Official proof, which must not be more than 3 months old, that the limited liability company is legally established,

• If the limited liability company has its registered office outside the EU and EEA countries; statutes and memorandum of association, and

• The branch managers' proxy

Duties of the board of directors In addition to performing overall and strategic management duties and ensuring proper organization of the limited liability company's business activities, the board must ensure that

• the bookkeeping and financial reporting procedures are satisfactory, having regard to the circumstances of the limited liability company,

• adequate risk management and internal control procedures have been established,

• the board of directors regularly receives information as necessary about the financial position of the limited liability company,

• the executive board performs its duties properly and as directed by the board of directors, and that

• the financial resources of the limited liability company are adequate at all times, including that the limited liability company has sufficient liquidity to meet its current and future liabilities as they fall due, and the board of directors is therefore required to continuously assess the financial position and ensure that the existing capital resources are adequate.

Duties of the supervisory board In limited liability companies that have a supervisory board, the board must ensure that

• the bookkeeping and financial reporting procedures are satisfactory, having regard to the circumstances of the limited liability company,

• adequate risk management and internal control procedures have been established,

• the supervisory board regularly receives information as necessary about the financial position of the limited liability company,

• the executive board performs its duties properly, and that the financial resources of the limited liability company are adequate at all times, including that the limited liability company has sufficient liquidity to meet its current and future liabilities as they fall due, and

• the supervisory board is therefore required to continuously assess the financial position and ensure that the existing capital resources are adequate.

Duties of the executive board The executive board is in charge of the day-to-day management, if the limited liability company has either a board of directors or a supervisory board. Otherwise, the executive board is responsible for both the overall and strategic management as well as the day-to-day management.

The executive board must also ensure that bookkeeping by the limited liability company complies with the applicable statutory regulations, and that its assets are properly managed. The executive board must also ensure that the financial resources of the limited liability company are adequate at all times including that the limited liability company has sufficient liquidity to meet its current and future liabilities as they fall due. Disqualification of directors A person convicted of a criminal offence may be deprived of the right to be involved in the management of a business enterprise in Denmark or abroad without undertaking unlimited personal liability for the commitments of the enterprise. The Danish Business Authority keeps a register of such persons. Representation Members of the board of directors and the executive board represent the limited liability company in relation to third parties.

Where limited liability companies have a supervisory board, the supervisory board may represent the company when legal action is brought against one or more members of the company’s executive board. The supervisory board may also represent the company when legal action is brought against the company by a member of its executive board. The same applies when members of the executive board are disqualified or cannot represent the company for any other reason.

For some registrations you must pay a fee.

• Registration of a company: 670 kr.

• Registration of changes in the company: 180 kr.

• Resumption of a company: 350 kr.

• Registration of more than 5 secondary names for a limited liability company: 1.000 kr. for each secondary name.

The following companies are exempt from the fees above:

• Sole proprietorships

• Associations

• Limited partnership

• Partnership

Read more about fees (in Danish).

If you have a Danish MitID and you want to register your company as Danish company you can use self-service solution "Start company".

If you do not have a Danish MitID you can register a company and obtain a CVR-number by filling in “Registration of Non-Danish Company – Start-40.112”.

When you have registered your company for Danish VAT, you must declare VAT for each VAT period. You must pay your VAT when you declare your VAT. Learn more about:

• How to declare your VAT

• How to pay your VAT

If you stop doing business in Denmark you have to deregister your company within 8 days.

You can also deregister your company for some of your duties, for instance your duties as an employer, without closing your company.

Learn when and how to deregister for VAT

If you have registered your company as a Danish company, you can deregister your company using self-service solution "Close company".

When you as a foreign company do business in Denmark, you must, in some cases, pay tax in Denmark on any profit generated by your company. This applies if your company establishes:

• A place where the company is managed

• A branch

• An office

• A factory

• A workshop

• building, construction, assembly or installation work, or a supervision company in company in connection with these works over a certain period of time. If there is no double taxation agreement between Denmark and the country in which you are established, a building and construction work will constitute a permanent establishment in Denmark regardless of the length of the period. This means that it constitutes a permanent establishment from day 1.

Whether your company must pay tax in Denmark depends on the duration of the activity and whether your country has a double taxation agreement with Denmark. Normally the time period is between 6 to 12 months. If your business activities in Denmark exceeds this time period, your company will be regarded as established permanently in Denmark.

Learn more about when it is a permanent place of business on skat.dk

Register as an employer

When you establish a company in Denmark and you have employees that carry out work in Denmark, you must register as an employer:

• If you already have a Danish CVR/SE-number, you can register as an employer by using the self-service "Edit company".

• If you do not have Danish CVR/SE number, you can register your company as an employer using "Registration of Non-Danish Company – Start - 40.112"

Pay A-tax and labour market contributions

When you have registered as an employer in Denmark, you must deduct tax and labour market contribution of 8 % (in Danish called AM-bidrag) from each wage payment.

You have to declare and pay the tax and labour market contributions to the Danish Tax Agency on a monthly basis.

Go to self-service: "Paying A-tax and labour market contributions (AM-bidrag)".

Learn more about the rules when hiring your first employee

Most of the Danish rules are based on EU regulation. Therefore, the Danish rules are probably not far from the rules in your home country. However, the Danish regulation on working environment in the workplace is typically as strict as or stricter than rules in other EU countries.

It is your responsibility as an employer to ensure compliance with the working environment rules. It is therefore your responsibility to ensure that the employees can carry out their tasks without compromising health and safety in the workplace e.g. by giving them the necessary instructions.

Find more information on the Working Environment Authority's webpage for foreign service providers; Workplace Denmark.

The WEA has a priority focus on five key areas within working environment:

• Preventing accidents

• Preventing muscle and skeleton problems

• Psychological working environment

• Chemical safety

• Social dumping

The rules on working environment are administered by the WEA (The Danish Working Environment Authority) through inspections on the workplace and guidance to companies. In Denmark, you will find that the WEA does a large number of inspections.

When the WEA visits you for an inspection, they will check whether your health and safety conditions are in compliance with the working environment regulation. The WEA will for instance look at the company’s own health and safety performance, ergonomics, use of technical machines and dangerous chemicals.

When your company is inspected, you will need to have at least the following documents ready:

• Health and safety risk assessment (in Danish it is called an ‘APV’)

• A written company policy on smoking in the workplace incl. company cars

• Relevant instructions for use of machines and dangerous substances

Special sector rules

In certain sectors, special sector rules may apply. For instance, the construction sector has a special set of rules relating to working environment. You should contact the WEA or the relevant employers’ organisation for information on rules for your sector.

The WEA also has a workplace assessment checklist for specific sectors. Four of these checklists are available in English for the sectors:

• Agriculture, forestry and horticulture

• Building and construction

• Kitchen

• Cleaning

Go to Workplace Denmark to download the checklists

As a general rule, inspections will be carried out unannounced. The WEA has the legal right to enter the workplace of your company. The inspectors also have the right to speak with all employees.

What are the outcomes?

• You can be told to make changes to the working environment at the workplace immediately or within a time limit.

• The WEA can close down your workplace if the working environment conditions are very dangerous.

• In case of imminent danger, the WEA can give you an administrative fine on the spot.

• If you do not comply the WEA will ask the police to initiate criminal charges against you.

When your employees are subject to Danish social security rules, you as a company must pay labour market supplementary pension (in Danish: ATP) for those employees that:

• are aged 16 years and over,

• work at least 9 hours a week, and

• work as wage earners.

Learn more about labour market supplementary pension (ATP)

When you are obliged to pay ATP, you will also need to pay

• for financial support scheme for trainees (in Danish: AUB)

• financing contribution

• contribution to maternity benefits

• contribution to labour market fund for occupational diseases (in Danish: AES)

• their sickness benefits in connection with their illness

and insure your employees against workplace injuries.

In order to pay ATP and AES and other contributions for your employees, you must register as an employer. You have to submit the registration at the latest 8 days after the first payment of wages.

If you do not have a Danish CVR/SE-number, you can register your company and as an employer by filling in “Registration of Non-Danish Company – Start - 40.112”.

You have to declare the ATP contribution to the Danish Tax Agency via their online tool E-tax for businesses.

After you have paid the ATP, you will automatically receive a bill from AES. The amount of AES contribution is calculated on the bases of your declaration to “E-income”.

As an employer, you are liable for the consequences of accidents and industrial diseases to which your employees are exposed. In order to insure your employees against work accidents, you must take an insurance policy at a private insurance company.

If an accident occurs and your company does not have insurance, you will be obliged to pay a premium and contributions for the period that your workers should have had the insurance coverage. You will also be sanctioned with a fine, and you will be obliged to pay compensation to the injured employee.

Notification on accidents

You must report the injury to the insurance company and to Labour Market Insurance.

For some registrations you must pay a fee.

• Registration of a company: 670 kr.

• Registration of changes in the company: 180 kr.

• Resumption of a company: 350 kr.

• Registration of more than 5 secondary names for a limited liability company: 1.000 kr. for each secondary name.

The following companies are exempt from the fees above:

• Sole proprietorships

• Associations

• Limited partnership

• Partnership

Read more about fees (in Danish).