Incorporation of a new limited liability company in Denmark (ApS)

INCORPORATION OF A NEW APS COMPANY

A new private limited company in Denmark (ApS) should be registered with the Danish Enterprise Authority („Erhvervsstyrelsen”). A share capital of at least DKK 20,000 must be paid in order to complete the registration.

YOU CAN USE THE DEPOSITED SHARE CAPITAL FOR COMPANY EXPENSES

Share capital deposited in the new Danish Ltd belongs to ApS, not to the owners. The owners can use the equity for company expenses, salaries and dividends.

DO NOT BORROW MONEY FROM THE COMPANY IF YOU ARE THE OWNER

It is not advisable to borrow money from the company if you are the owner. Even if it is not technically illegal, the taxation that comes with it is very unfavorable.

MANAGEMENT

ApS can have one or more directors. There is also nothing to prevent the owners from being the directors of the company. Directors may be residents or non-residents of Denmark.

OWNERS

An ApS may have one or more owners. The directors of the company may also be owners. Owners may be residents or non-residents of Denmark.

DEPOSITING SHARE CAPITAL

When establishing a new ApS company, you can deposit the minimum required capital of DKK 20,000 in cash, or you can make a non-cash deposit by depositing assets with the company. Depositing cash is by far the easiest and fastest deposit method, but you can also deposit assets, such as a car, goods, inventory, etc. The non-cash deposit process is more complicated and costly. First, you will need an auditor to verify the value of all the items you want to deposit as equity in the company. The auditor then makes a valuation of the total value of the non-cash deposit. The auditor's fee for this work is an additional cost when incorporating a company and can be quite expensive. Often the auditor's fee for this work is DKK 5,000 - 15,000 + VAT. Also, it can be difficult to find an auditor willing to perform this type of audit. It is usually recommended to invest the required equity in cash, as this is much simpler. Then, if you have any assets later that you want to deposit in the company, you simply sell them to the company and pay yourself out of the equity. This is the easiest and cheapest solution.