Procedure for establishing an ApS company in Denmark

The ApS (Anpartsselskab) is the most common type of business structure in Denmark. It is easier to register than other legal entities, and the minimum required share capital is 20 000 DKK. If you need help setting up an ApS in Denmark, we are here to assist you.

Essential Details About an ApS Company in Denmark

An ApS company in Denmark is a legal entity governed by Danish laws regulating private limited liability companies. The owners are not personally responsible for the company's debts, and the company's capital is separate from the personal assets of the owners. The company must have a management board, and optionally, a Supervisory Board made up of three members may be established.

To set up a Danish limited liability company, the following steps are necessary:

The minimum share capital required for a Danish limited liability company is 20 000 DKK. Contributions can be made in cash or in kind, by transferring assets to the company. The easiest and fastest option is a cash contribution. For non-cash contributions, assets like goods, inventory, or a vehicle can be provided, but documentation confirming their value will be necessary. This option tends to increase costs and extend the registration process. Auditor service fees typically range from 5 000 to 15 000 DKK, plus VAT.

A registered company address in Denmark is mandatory to establish an ApS. While some clients opt to use their personal address, this is only permitted for individuals living in Denmark. Although the Danish Business Authority often accepts this approach, it does not strictly adhere to formal regulations.

It is necessary to provide an address where the company will conduct its operations and receive correspondence. For those not planning to maintain a permanent office, a Danish address can be obtained through a virtual office service. This option is gaining popularity among foreign entrepreneurs launching businesses in Denmark.

In Denmark, the VAT registration threshold is 50 000 DKK. Businesses with an annual turnover exceeding 50 million DKK must file VAT returns and make payments monthly. Companies with a turnover between 5 and 50 million DKK are required to do so quarterly, while those with a turnover below 5 million DKK need to submit returns and payments only twice a year. EU companies that do not surpass the 50 000 DKK threshold are not obligated to appoint a VAT representative in Denmark, although it may be a beneficial option, as such a service can greatly simplify VAT-related processes.

The Board of Directors in an ApS Company

An Anpartsselskab's board can be made up of one or more directors, and the company's owners are eligible to serve as directors. Neither directors nor owners are required to be tax residents of Denmark, and there can be one or multiple individuals in these roles.

How to Register an ApS Company in Denmark?

An Anpartsselskab must be officially registered with Erhvervsstyrelsen, the Danish Business Authority. The registration process is straightforward and more affordable compared to other legal entities. Required documents include the articles of incorporation (stiftelsesdokument), company bylaws (vedtægter), and proof of share capital payment. The registration fee is 670 DKK, while legal service fees typically range between 3 000 and 5 000 DKK.

To finalize the setup, a share capital of 20 000 DKK is required. This amount can later be utilized for the company's operational expenses, salaries, and dividends. However, it is crucial that these funds remain in the company’s bank account and are not transferred to the owners' personal accounts.

A Danish ApS company must be registered with the Business and Companies Agency within 8 weeks of its establishment.

Legal Requirements and Minimum Share Capital for an ApS in Denmark

An Anpartsselskab (ApS) is a Danish private limited liability company regulated primarily by the Danish Companies Act (Selskabsloven). It is a separate legal entity, which means the company is liable for its obligations, while the owners’ risk is generally limited to the capital they have contributed. To establish an ApS, you must meet specific legal requirements regarding minimum share capital, documentation, management and registration with the Danish Business Authority.

Minimum share capital for an ApS

The minimum share capital for a Danish ApS is DKK 40,000. This capital can be contributed as:

The share capital must be fully subscribed at the time of incorporation. It does not all have to remain as cash in the bank after registration, but it must be properly paid in and documented. The capital can be denominated only in Danish kroner (DKK) for an ApS.

When contributing capital in kind, a valuation report prepared by an independent, state-authorised or registered public accountant is normally required. The report must confirm that the value of the contributed assets at least equals the nominal share capital and must be attached to the incorporation documents filed with the Danish Business Authority.

Proof and documentation of paid-in capital

To register an ApS, you must document that the minimum capital has been paid. This is usually done by:

The documentation is uploaded in the online registration process. If the capital is paid into a temporary capital account, the bank will typically release the funds to the company’s ordinary account once the ApS is registered and has received its CVR number.

Share capital structure and ownership

The share capital of an ApS is divided into shares (quotas) that can have different nominal values and rights if specified in the articles of association. Danish law allows for:

Beneficial owners (typically individuals who directly or indirectly own or control more than 25% of the shares or voting rights) must be registered with the Danish Business Authority. Changes in ownership and beneficial ownership must be reported without undue delay.

Management requirements for an ApS

An ApS must have at least one management body. The minimum requirement is:

There is no general legal requirement that directors or board members must be resident in Denmark or the EU/EEA, but banks, tax authorities and other institutions may in practice require a certain level of local presence or substance. Directors must be at least 18 years old, legally competent and not disqualified from acting as company managers under Danish law (for example due to bankruptcy quarantine or criminal convictions related to business conduct).

If the company exceeds certain size thresholds for two consecutive financial years (based on balance sheet total, net revenue and number of employees), it may be required to establish a board and/or appoint an auditor. Smaller ApS companies can often opt out of statutory audit if they remain below the thresholds and the shareholders decide so in the articles of association or at the general meeting.

Articles of association and founding documents

The legal foundation of an ApS is set out in:

These documents must at least state:

The founding documents must be signed by all founders and submitted electronically to the Danish Business Authority as part of the incorporation process.

Registration with the Danish Business Authority

An ApS must be registered with the Danish Business Authority (Erhvervsstyrelsen) via the online portal virk.dk. The registration must normally be completed within a short period after signing the memorandum of association, otherwise the incorporation lapses and must be restarted.

Upon successful registration, the company receives a unique business registration number (CVR number). From that moment, the ApS is a legally existing entity and can enter into contracts, hire employees and register for VAT and other taxes.

Capital maintenance and distribution rules

After incorporation, the company must comply with Danish capital maintenance rules designed to protect creditors:

Illegal distributions can be reclaimed from shareholders and may trigger personal liability for management if they have acted negligently or in breach of their duties.

Compliance with Danish company law and other regulations

In addition to the minimum capital requirement, an ApS must comply with a range of ongoing legal obligations, including:

Failure to meet these obligations can result in fines, compulsory dissolution of the company or personal liability for directors in serious cases.

Understanding and meeting the legal requirements and minimum share capital rules for an ApS in Denmark is essential for a smooth incorporation process and for protecting both the company and its owners in the long term. Working with a Danish accounting or legal firm can help ensure that all formalities, documentation and registrations are handled correctly from the outset.

Choosing the Company Name and Checking Its Availability

Choosing the right name for your ApS is one of the first practical steps in the incorporation process. The company name must comply with Danish company law and the guidelines of the Danish Business Authority (Erhvervsstyrelsen), and it must be clearly distinguishable from existing registered names and trademarks.

Legal requirements for an ApS company name

Under Danish law, a private limited company must include the designation “ApS” in its name. This can appear at the beginning or the end of the name, for example “Nordic Consulting ApS” or “ApS Nordic Consulting”. The name must also meet the following conditions:

The official company name is registered in Danish, but you may also register secondary names (for example an English version or a brand name) as long as they also comply with the rules.

Checking name availability in Denmark

Before you prepare the incorporation documents, you should always check whether your desired name is available. In practice, this involves two separate checks:

  1. Company name search in the Danish Business Register
    Use the public search function on the Danish Business Authority’s website (CVR / virk.dk) to see if an identical or confusingly similar name is already registered. If a very similar ApS, A/S or other company exists in the same or related industry, the authority may reject your application.
  2. Trademark and brand check
    Search the Danish Patent and Trademark Office database and, if relevant, EUIPO (for EU trademarks) to ensure that your name or logo does not conflict with an existing trademark. Even if the Business Authority accepts the name, a trademark owner can later demand that you stop using it.

It is advisable to check several variants of your preferred name (with and without hyphens, abbreviations, and different word orders) to reduce the risk of rejection or future disputes.

Use of special words, protected terms and foreign language elements

Certain words in a company name may require documentation or special permission. Terms that suggest public authority, regulated professions or protected activities (for example “bank”, “insurance”, “university” or similar) can be restricted or require a licence. If your name contains words in a foreign language, the Danish Business Authority may assess whether the meaning could be misleading for the public.

If you plan to use a geographic term (such as “Denmark”, a city name or “Scandinavia”) or a very generic word, you should be prepared to demonstrate that the name is not misleading and that it is sufficiently distinctive when combined with the rest of the name.

Company name vs. domain name and brand

From a practical and marketing perspective, you should coordinate the company name with your internet domain and brand strategy:

Remember that registering a company name does not automatically give you trademark protection. If the name is important for your brand, a separate trademark registration in Denmark or the EU may be appropriate.

Practical tips to avoid rejection

To minimise delays in the incorporation process, consider the following when choosing your ApS name:

A carefully chosen and properly checked company name will make the online registration smoother and reduce the risk of later conflicts with authorities or other businesses.

Shareholders and Management Structure in an ApS (Directors, Board, Ownership)

An ApS (Anpartsselskab) is a private limited liability company, and its ownership and management structure are regulated by the Danish Companies Act. Understanding how shareholders, directors and any board of directors interact is crucial when you plan the ownership structure, decision-making process and risk allocation in your Danish company.

Shareholders and ownership structure in an ApS

An ApS can be founded by one or more shareholders. Shareholders can be individuals or legal entities, Danish or foreign, and there is no requirement for them to be residents of Denmark or the EU/EEA. There is also no maximum number of shareholders.

The minimum share capital for an ApS is 40,000 DKK. The capital can be contributed in cash or as non-cash contributions (assets), provided that non-cash contributions are properly valued and documented in accordance with the Danish Companies Act.

Ownership is represented by shares (anparter). These can be divided into different share classes with different rights, for example:

The rights attached to each share class must be clearly described in the articles of association and, if used, in a separate shareholders’ agreement. While a shareholders’ agreement is not legally required, it is strongly recommended to regulate matters such as transfer restrictions, pre-emption rights, drag-along and tag-along rights, and dispute resolution between owners.

Shareholders are generally only liable up to the amount of their capital contribution. They are not personally liable for the company’s debts and obligations, unless they provide personal guarantees or engage in unlawful conduct that could lead to personal liability under general Danish law.

Management structure: management director and board of directors

An ApS must have at least one management body registered with the Danish Business Authority. The minimum requirement is either:

In practice, many small and medium-sized ApS companies choose to have only one managing director and no board of directors, as this is simpler and less formal. Larger or more complex structures often appoint a board of directors to oversee strategy and control.

There is no legal requirement for directors or board members of an ApS to be residents of Denmark, the Nordic countries or the EU/EEA. However, banks, investors or public authorities may in practice prefer or require a certain local presence or a director who can handle communication in Danish or English and manage digital obligations (MitID, e-Boks, etc.).

Roles and responsibilities of shareholders and management

The shareholders’ main powers are exercised at the general meeting. Among other things, shareholders:

The management (managing director and, if applicable, the board of directors) is responsible for the day-to-day operations and overall management of the company. Their duties include:

Management must continuously monitor the company’s financial situation. If there is reason to believe that the company’s equity is lost or below half of the registered share capital, management is obliged to prepare a balance sheet and, if necessary, convene a general meeting to decide on measures such as recapitalisation, restructuring or liquidation.

Board of directors vs. supervisory board

The Danish Companies Act distinguishes between a board of directors and a supervisory board, although in an ApS most companies either have no board or a traditional board of directors. A board of directors is involved in both supervision and overall strategic management, while a supervisory board focuses mainly on oversight and cannot be part of the daily management.

When a board of directors exists, it appoints and supervises the managing director(s). The board sets the strategic direction, approves major investments, and ensures that the company has adequate risk management and internal controls. The specific division of responsibilities between the board and executive management should be described in internal rules of procedure.

Employee representation in the board

Employee representation on the board of directors becomes mandatory if the company has on average at least 35 employees over a three-year period and chooses to have a board or supervisory board. In that case, employees are entitled to elect representatives to the board, typically up to half the number of shareholder-elected board members, but never more than them.

Employee representatives have the same rights and duties as other board members, including confidentiality and loyalty obligations. They participate in all board decisions, not only those directly related to employees.

Registration of beneficial owners and management with the Danish authorities

All ApS companies must register their management and beneficial owners with the Danish Business Authority. Beneficial owners are the individuals who ultimately own or control the company, usually persons who directly or indirectly hold more than 25% of the shares or voting rights, or otherwise exercise control.

The following information is typically registered:

Changes in management or ownership that affect beneficial ownership must be reported without undue delay. Failure to register or update this information can lead to fines and practical problems, for example with banks or in connection with public tenders.

Practical considerations when planning ownership and management

When establishing an ApS, it is important to consider from the start how the ownership and management structure will support the company’s strategy and compliance obligations. For many foreign founders, appointing a local director or engaging a Danish accounting firm to assist with ongoing reporting can significantly reduce administrative risk and ensure that the company meets all legal deadlines.

A clear division of responsibilities between shareholders, directors and any board members, documented in the articles of association, internal rules of procedure and a shareholders’ agreement, helps prevent conflicts and ensures that the ApS operates efficiently and in full compliance with Danish law.

Digital Requirements: NemID/MitID, e-Boks and Access to Danish Business Authority

To establish and run an ApS in Denmark, you must be able to use the Danish digital infrastructure. Most communication with authorities is fully online and legally binding in electronic form. The three key elements are MitID (which has replaced NemID), the digital mailbox e-Boks and online access to the Danish Business Authority (Erhvervsstyrelsen) via Virk.dk.

MitID (formerly NemID) – digital identification

MitID is the standard digital ID used in Denmark for both private and business purposes. You need MitID to:

MitID is normally issued to individuals with a Danish CPR number and valid identification. Foreign founders without a CPR number can in many cases obtain a MitID Erhverv or use an authorised representative (for example, a Danish director, shareholder or accounting firm) who already has MitID and can act on their behalf.

When your ApS is registered, you can set up MitID Erhverv for the company. This allows you to grant and manage digital access rights for employees, directors and external advisers so they can handle filings and communication with authorities in the name of the company.

e-Boks – mandatory digital mailbox

All Danish companies, including ApS, must have a digital mailbox. In practice, this is usually e-Boks or another approved digital mailbox solution linked to the company’s CVR number. Authorities send almost all official letters, decisions and reminders electronically, for example:

The company’s management is responsible for monitoring e-Boks regularly. Missing an important message because the mailbox is not checked is not accepted as an excuse and can lead to penalties, compulsory dissolution or loss of appeal rights. Many companies therefore give their accountant or bookkeeper access to e-Boks to ensure that all messages are read and handled on time.

Access to the Danish Business Authority and Virk.dk

Virk.dk is the central online portal for business in Denmark. It provides access to the Danish Business Authority (Erhvervsstyrelsen) and other public services. For an ApS, Virk.dk is used to:

To use Virk.dk on behalf of the company, you log in with MitID and select the relevant CVR number. If you use an accounting firm or other adviser, you can grant them digital authorisation so they can carry out registrations and filings for your ApS directly in the system.

Digital requirements for foreign founders

Foreign entrepreneurs often face additional practical steps when meeting Danish digital requirements. Typical options include:

Regardless of nationality, the company itself must have a digital mailbox and be registered in the Danish systems. Using a local accountant or adviser can significantly simplify the process, especially when you do not yet have a CPR number or MitID.

In practice, fulfilling these digital requirements is not optional: without MitID, e-Boks and access to Virk.dk, you cannot complete the incorporation of an ApS, file mandatory reports or communicate efficiently with Danish authorities. Ensuring that these elements are in place from the start is therefore a crucial part of setting up your company in Denmark.

Step-by-Step Online Registration via Virk.dk (Practical Guide)

Registering a Danish ApS (private limited company) is done fully online through the official portal Virk.dk, which connects directly to the Danish Business Authority (Erhvervsstyrelsen). Below you will find a practical, step‑by‑step guide to the online incorporation process, including what to prepare in advance and what to expect during registration.

1. Prepare the information and documents before you start

Before you log in to Virk.dk, make sure you have the following ready:

Having these details in place will make the online registration on Virk.dk significantly faster and reduce the risk of rejection or requests for additional information.

2. Log in to Virk.dk with NemID/MitID

To register an ApS online, you must log in to Virk.dk using a Danish digital ID:

If you are a foreign founder without Danish MitID, you typically need either:

Once logged in, navigate to the section for registering new companies (often labelled “Start virksomhed” or “Register a new company”).

3. Choose company type: ApS (Anpartsselskab)

On Virk.dk you will be asked to select the legal form of the company. Choose the option corresponding to a private limited company:

Make sure you do not accidentally select other forms such as sole proprietorship (enkeltmandsvirksomhed) or IVS (which is no longer available for new registrations). Selecting the correct form is crucial for liability, capital and reporting obligations.

4. Enter basic company information

The online form will guide you through several screens where you must provide core details about the ApS:

Ensure that the information is consistent with your foundation documents and articles of association, as discrepancies may delay approval.

5. Register shareholders and share capital

Next, you must enter information about the ownership structure and capital:

For each shareholder, you must register identity details and ownership share. If any shareholder owns 25% or more, or otherwise exercises control, you must also register them as a beneficial owner in the Danish Central Register of Beneficial Owners (this is usually integrated in the Virk.dk process).

6. Register management: directors and board

The system will ask you to specify the management structure of the ApS:

For each person, you must provide:

At least one member of management must be registered. Danish law does not require directors or board members to be Danish residents, but practical issues (such as bank account opening and access to digital services) may be easier if at least one person has a Danish CPR number and MitID.

7. Upload foundation documents and articles of association

Virk.dk will prompt you to upload the legal documents that establish the ApS:

Documents must be consistent with the data entered in the online form. Signatures can be physical (scanned) or digital, depending on how you prepared the documents. Make sure the PDFs are legible and complete, including all pages and appendices.

8. Confirm payment of share capital

For cash contributions, the usual process is:

  1. Open a temporary capital account with a Danish bank (or use a lawyer’s or accountant’s client account)
  2. Deposit the share capital (minimum DKK 40,000)
  3. Obtain written confirmation from the bank that the capital has been received
  4. Upload the bank confirmation to Virk.dk as proof of paid‑in capital

Some banks only open a capital account after you have a draft of the foundation documents. Coordination between bank, founders and advisor is therefore important to avoid delays.

9. Pay the registration fee

At the end of the online process, you must pay a state registration fee to the Danish Business Authority. The fee is paid directly through the Virk.dk system, usually by payment card. The registration will not be processed until the fee is paid successfully.

10. Submit the application and receive confirmation

Before submitting, carefully review all information on the summary page:

Once everything is correct, submit the registration. You will receive an electronic receipt in your Virk.dk inbox and, if applicable, in your e‑Boks. The Danish Business Authority usually processes straightforward ApS registrations quickly, provided that all information and documents are complete and consistent.

11. Obtain CVR number and activate the company

When the registration is approved, the company is assigned a unique company registration number (CVR‑nummer). This number is published in the Central Business Register (CVR) and serves as the official ID of your ApS.

After receiving the CVR number, you should:

12. Typical processing times and practical tips

Online registration via Virk.dk is designed to be efficient, but the overall timeline depends on how well prepared you are:

To ensure a smooth process, double‑check that all names, addresses, capital amounts and dates match across the online form, foundation document, articles of association and bank confirmation. Using a Danish accounting firm or corporate service provider to handle the Virk.dk registration can significantly reduce the risk of errors and speed up the incorporation of your ApS.

Drafting the Articles of Association and Founding Documents for an ApS

Before an ApS can be registered with the Danish Business Authority, the founders must prepare a complete set of founding documents. These documents define how the company will operate, how ownership is structured and how decisions are made. Properly drafted documents are essential both for legal compliance and for avoiding disputes between shareholders later on.

Key founding documents for a Danish ApS

To establish a private limited company (ApS) in Denmark, you typically need the following documents:

All documents can be prepared in Danish or English, but the Danish Business Authority may require a Danish version if there is any doubt about interpretation.

Memorandum of association (stiftelsesdokument)

The memorandum of association is the formal founding document signed by the founders. It must at least include:

The memorandum must be signed electronically or physically by all founders. The date of signing is the company’s founding date, but the ApS only obtains legal personality once it is registered with the Danish Business Authority.

Articles of association (vedtægter)

The articles of association regulate the internal rules of the ApS. They must comply with the Danish Companies Act and contain at least the following mandatory information:

In addition to the mandatory content, many companies include optional clauses, for example:

The articles of association must be consistent with any separate shareholders’ agreement. If there is a conflict, the articles will normally prevail in relation to third parties and public authorities.

Share capital and documentation of payment

An ApS must have a minimum share capital of DKK 40,000. The capital can be paid in cash or as a contribution in kind:

The documentation of paid-in capital must be attached to the registration with the Danish Business Authority. If the capital is partly paid in, the unpaid portion becomes a receivable from the shareholders, and the articles should specify the terms for payment.

Share structure and shareholder register

When drafting the founding documents, the founders must decide on the share structure:

The company must maintain a shareholder register (ejerbog) from the date of incorporation. The register should contain:

In addition, beneficial owners with more than 25% ownership or control must be registered with the Danish Business Authority as part of the incorporation process.

Management structure and powers

The founding documents must clearly describe how the ApS is managed. Under Danish law, an ApS can choose between:

The articles of association should specify:

All appointed directors and board members must provide written or electronic consent to act, and their details are submitted during online registration.

General meetings and decision-making

The articles of association must define how shareholder decisions are taken. Typical provisions include:

It is also common to regulate the right to attend and vote (e.g. record date, registration of shares) and the use of proxies and postal or electronic voting.

Language, signatures and storage of documents

Founding documents can be prepared and signed digitally. Many companies use electronic signatures that are accepted by Danish banks and authorities. The documents must be kept safely for at least 5 years for accounting and compliance purposes, and in practice they should be stored for the entire lifetime of the company.

If the company operates internationally, it can be practical to prepare bilingual documents (Danish and English). However, the version filed with the Danish Business Authority should be consistent and unambiguous.

Role of legal and accounting advisors

Although standard templates are available, they rarely cover specific needs such as multiple shareholders, investors, option programs or complex share structures. Using a Danish accounting or law firm to draft or review the memorandum and articles of association helps ensure that:

Well-prepared founding documents make the online registration of an ApS smoother and reduce the risk of delays, rejections or future disputes between shareholders and management.

Bank Account Opening and Payment of Share Capital (Including Temporary Capital Accounts)

Before your Danish ApS can start operating, you must document that the minimum share capital has been paid and that the company has (or will have) access to a bank account. In Denmark, the minimum share capital for an ApS is DKK 40,000. This amount can be paid in cash, by bank transfer or, in some cases, by contribution in kind (non-cash assets) that are properly valued and documented.

How the share capital is paid in practice

When incorporating an ApS, the founders must pay the share capital before or at the time of registration with the Danish Business Authority (Erhvervsstyrelsen). In most cases, this is done by transferring the capital to a bank account and obtaining documentation that proves the payment.

Because a newly formed company does not yet have a permanent business account, the capital is often paid to:

The bank or professional adviser then issues a capital confirmation (bank statement, confirmation letter or auditor’s statement) that shows the amount, the payer and the date of payment. This document is uploaded during the online registration of the ApS on virk.dk.

Temporary capital accounts and documentation

A temporary capital account is a provisional bank account used only to receive the initial share capital. It is usually blocked for other transactions until the company is formally registered. The typical process is:

  1. The founders contact a Danish bank or an adviser (lawyer/accountant) to arrange a temporary capital account or client account.
  2. The founders transfer at least DKK 40,000 (or the agreed higher capital) to this account.
  3. The bank or adviser issues written confirmation that the capital has been deposited on behalf of the company in formation.
  4. This confirmation is submitted together with the articles of association and the memorandum of association to the Danish Business Authority.

If part of the share capital is contributed as assets (for example equipment, intellectual property or receivables), an independent valuation is required, usually prepared by a state-authorised or registered public accountant. The valuation report must be attached to the incorporation documents to prove that the non-cash contribution has at least the required value.

Opening a permanent business bank account

After the ApS is registered and receives a CVR number, you must open a permanent Danish business bank account in the company’s name. Danish banks are subject to strict anti–money laundering and “know your customer” (KYC) rules, so the onboarding process can be time-consuming, especially for foreign owners or directors.

Expect the bank to request, among other things:

Once the bank has completed its checks and approved the relationship, the funds from the temporary capital account or client account are transferred to the new business account. From this point, the company can freely use the capital for business purposes, subject to normal corporate and accounting rules.

Using the share capital after incorporation

There is no legal requirement to keep the share capital untouched in the bank after registration. The capital is meant to finance the company’s operations. However, the company must at all times maintain solvency and be able to meet its obligations as they fall due. If losses reduce the equity to less than half of the registered share capital, the management is obliged to react and, if necessary, convene a general meeting to decide on measures such as capital increase, restructuring or liquidation.

Payments to shareholders before the company has sufficient distributable reserves can be considered unlawful distributions and may have to be repaid. Proper bookkeeping and regular financial reporting are therefore essential from the first day of operations.

Practical tips and common challenges

Foreign founders often experience delays when opening a Danish bank account due to KYC requirements and the need for Danish identification (MitID) for online banking. To avoid unnecessary delays:

By planning the capital payment and bank account opening early in the incorporation process, you can shorten the time between registration of the ApS and the start of actual business operations in Denmark.

Registration for VAT (Moms), Employer Duties and Other Mandatory Registrations

Once your ApS is incorporated, you must complete several registrations before you can legally issue invoices, hire employees or operate fully in Denmark. The most important are VAT (moms) registration, employer registration and a few other mandatory schemes handled through the Danish Business Authority (Erhvervsstyrelsen) and the Danish Tax Agency (Skattestyrelsen).

VAT (Moms) Registration for an ApS

Most ApS companies must register for VAT when their taxable turnover exceeds, or is expected to exceed, DKK 50,000 within a 12‑month period. In practice, many new companies choose to register for VAT from day one to be able to deduct input VAT on start‑up costs.

VAT registration is done online via TastSelv Erhverv (through virk.dk). You will need your company’s CVR number and NemID/MitID for business. During registration you must indicate the expected annual turnover and the date from which the company will be VAT liable.

The standard VAT rate in Denmark is 25% and applies to most goods and services. Certain activities are exempt from VAT (for example some financial services, health services and certain educational services). If your ApS only performs VAT‑exempt activities, you normally cannot register for VAT and cannot deduct input VAT on purchases.

After registration, your ApS must charge 25% VAT on all taxable supplies with place of supply in Denmark and issue invoices that meet Danish invoicing requirements (including CVR number, invoice date, sequential invoice number, VAT amount and customer details where required).

VAT Reporting and Payment Deadlines

VAT reporting frequency depends on your company’s annual turnover:

Newly registered ApS companies are typically placed on quarterly reporting. Skattestyrelsen can later change the frequency based on actual turnover. VAT returns and payments are submitted electronically via TastSelv Erhverv. VAT must be reported and paid no later than the statutory deadline for the relevant period; late filing or late payment triggers interest and possible surcharges.

If your ApS trades with other EU countries, you may also need to submit EC Sales Lists (EU‑salg uden moms) for supplies of goods and certain services to VAT‑registered customers in other EU member states, and ensure correct handling of reverse charge rules for cross‑border services and acquisitions.

Employer Registration and Payroll Obligations

If your ApS plans to hire employees in Denmark, you must register as an employer (arbejdsgiver) with Skattestyrelsen before the first salary payment. This is done online via virk.dk/TastSelv Erhverv by activating the “employer” registration for your CVR number.

As an employer, your ApS is responsible for:

The labour market contribution (AM‑bidrag) is 8% of the gross salary and is withheld before income tax. Income tax withholding is based on each employee’s tax card (skattekort), which the employer retrieves electronically from Skattestyrelsen.

Most employers must report and pay payroll taxes monthly. Failure to report or pay on time can result in interest, surcharges and potential penalties.

Mandatory Social Contributions and Insurance

Denmark does not have employer social security contributions in the same way as many other countries, but there are several mandatory or practically mandatory schemes for employers:

In addition, many employers participate in labour market schemes such as maternity reimbursement funds and holiday pay funds, depending on the industry and collective agreements. Your accounting firm can help determine which schemes apply to your ApS.

Registration for Other Mandatory Schemes

Depending on your business model and industry, your ApS may need additional registrations:

All mandatory registrations should be completed as early as possible to avoid operating illegally or incurring fines. Many of them can be handled centrally via virk.dk, but some require direct contact with sector authorities.

Practical Tips for Compliance

To keep your ApS compliant from the start, it is advisable to:

Working with a Danish accounting firm can significantly reduce the risk of errors in VAT, payroll and other mandatory registrations, and help your ApS avoid unnecessary penalties and interest.

Accounting, Bookkeeping and Annual Reporting Obligations for an ApS

Every ApS (private limited company) in Denmark is subject to clear accounting, bookkeeping and annual reporting obligations. Proper compliance is essential not only to avoid fines from the Danish Business Authority (Erhvervsstyrelsen) and the Danish Tax Agency (Skattestyrelsen), but also to ensure that shareholders, banks and business partners can rely on your financial information.

Bookkeeping and record‑keeping requirements

All Danish companies must keep orderly and up‑to‑date accounting records in accordance with the Danish Bookkeeping Act and the Danish Financial Statements Act. In practice this means:

Accounting records and underlying documentation must generally be stored securely for at least 5 years, either in paper form in Denmark or electronically on servers that ensure full access for Danish authorities. Digital bookkeeping systems are allowed and widely used, but they must meet Danish requirements for data integrity and traceability.

Financial year and deadlines for annual report

An ApS can freely choose its financial year (for example 1 January – 31 December), but it must be registered with the Danish Business Authority. For each financial year, the company must prepare an annual report in accordance with the Danish Financial Statements Act (Årsregnskabsloven).

The annual report must be submitted electronically to the Danish Business Authority no later than 5 months after the end of the financial year for most ApS companies. Late filing can lead to daily fines and, in serious cases, compulsory dissolution of the company.

Content and format of the annual report

The exact content of the annual report depends on the reporting class of the company. Most small ApS companies fall under reporting class B. A typical class B annual report includes:

The annual report must be prepared in Danish kroner (DKK). It can be filed in Danish or English. Many foreign‑owned ApS companies choose English for convenience, but banks and authorities accept both languages.

Audit requirements and audit exemption thresholds

Not all ApS companies are required to have their annual report audited. An ApS can opt out of statutory audit if it does not exceed two of the following three thresholds for two consecutive financial years:

If the company exceeds at least two of these limits for two years in a row, a state‑authorised or registered public accountant must audit the annual report. Even when audit is not mandatory, some companies voluntarily choose a review or compilation engagement to strengthen credibility with banks and investors.

Ongoing accounting and VAT reporting

Besides the annual report, an ApS must handle ongoing accounting obligations throughout the year. This typically includes:

If the ApS is registered for VAT, it must submit VAT returns and pay VAT to the Danish Tax Agency according to its reporting frequency. Smaller companies usually report quarterly, while larger companies may have monthly reporting. Deadlines and frequency are assigned by the tax authorities and must be strictly followed to avoid interest and penalties.

Corporate tax, payroll and other statutory filings

Accounting data is also the basis for tax and payroll compliance. Key obligations include:

Accurate bookkeeping ensures that these filings are correct and that the company can document its figures in case of a tax audit.

Management responsibility and penalties for non‑compliance

The management of an ApS (director and, if applicable, the board of directors) is legally responsible for ensuring that the company complies with Danish accounting and reporting rules. Failure to meet obligations can result in:

For this reason, many ApS companies choose to work with a Danish accounting firm that can handle bookkeeping, VAT, payroll and annual reporting, while management focuses on running the business.

Using digital tools and professional support

Danish authorities strongly encourage digital communication and electronic filing. Most ApS companies use online accounting software integrated with banking and payroll systems. This reduces manual work, improves accuracy and makes it easier to prepare the annual report.

Whether you are a Danish entrepreneur or a foreign investor, setting up robust accounting and bookkeeping routines from day one is crucial. It ensures compliance with Danish law, supports informed business decisions and builds trust with stakeholders.

Taxation of an ApS: Corporate Tax, Withholding Tax and Dividends

Taxation is a key aspect of running an ApS (Anpartsselskab) in Denmark. Understanding how corporate income is taxed, when withholding tax applies and how dividends are treated helps you plan cash flow, avoid penalties and optimise the overall tax burden for both the company and its owners.

Corporate income tax for a Danish ApS

A Danish ApS is a separate legal and tax entity. It is subject to Danish corporate income tax on its worldwide income if it is tax resident in Denmark (typically when it is incorporated in Denmark or effectively managed from Denmark).

The standard corporate tax rate in Denmark is 22%. This rate applies to the company’s taxable profit after deducting allowable expenses, depreciation and tax adjustments.

Key points about corporate taxation of an ApS:

Withholding tax on dividends paid by an ApS

When a Danish ApS distributes dividends, Danish withholding tax may apply, depending on who receives the dividend and the ownership structure.

The standard dividend withholding tax rate in Denmark is 27%. However, the effective rate and procedure differ for Danish individual shareholders, foreign shareholders and corporate shareholders.

Dividends to Danish individual shareholders

For Danish tax resident individuals, the ApS usually withholds 27% at source when paying dividends. This withholding is reported to the Danish Tax Agency and is credited against the individual’s final personal tax on share income.

Dividends received by individuals are taxed as share income at progressive rates:

The 27% withholding is an advance payment; the final effective tax rate may be higher or lower depending on the individual’s total share income and other tax circumstances. Any difference is settled through the individual’s annual tax assessment.

Dividends to Danish corporate shareholders

Dividends paid from one Danish company to another Danish company can, in many cases, be received tax-free if the shareholding qualifies as:

If the conditions for tax-free treatment are not met (for example, for portfolio shares below the relevant thresholds), dividends may be taxable at the level of the receiving company. In such cases, withholding tax may apply, and the income is included in the corporate tax base of the recipient.

Dividends to foreign shareholders

Dividends paid by a Danish ApS to foreign shareholders are, as a starting point, subject to Danish withholding tax at 27%. However, the final rate can be reduced or eliminated in several situations:

In practice, the ApS often withholds 27% and the foreign shareholder can apply for a refund of the excess amount if a lower treaty rate or exemption applies. In some cases, reduced withholding can be applied directly if the necessary documentation is provided in advance.

Taxation of dividends at shareholder level

From the perspective of the shareholder, dividends are generally taxable income in their country of residence. For Danish tax resident shareholders, dividends from a Danish ApS are included as share income (for individuals) or as part of corporate income (for companies). For foreign shareholders, the domestic tax treatment depends on local rules, but foreign tax credit or exemption may be available to avoid double taxation, especially where a tax treaty exists.

Other profit distributions and hidden dividends

Not only formal dividends can be taxed. If an ApS provides benefits to shareholders on non-market terms (for example, interest-free loans, over- or underpriced transactions, private use of company assets without proper taxation), the Danish Tax Agency may reclassify these benefits as hidden dividends or salary. This can trigger additional tax at both company and shareholder level, as well as interest and penalties.

Planning and compliance for ApS taxation

To manage corporate tax and dividend taxation efficiently, an ApS should:

Working with a Danish accounting firm can help ensure that your ApS complies with current Danish tax legislation, optimises the timing and form of profit distributions and avoids unnecessary withholding tax and penalties.

Director’s and Shareholder’s Liability and Compliance Obligations

In a Danish ApS (private limited company), the company is a separate legal entity. This means that, as a rule, shareholders are only liable up to the amount of their contributed share capital, while directors and the management board are responsible for ensuring that the company complies with Danish company law, tax rules and accounting regulations.

Limited liability of shareholders

Shareholders in an ApS are not personally liable for the company’s debts and obligations beyond their investment. If the company fails, creditors can normally only claim against the company’s assets, not the private assets of the shareholders.

This protection can be lost in exceptional situations, for example if:

Shareholders must also respect rules on capital protection, including restrictions on loans to shareholders and related parties, and rules on lawful dividend distributions.

Responsibilities and liability of directors and management

An ApS must have at least one director (or a management board). The management is responsible for the day-to-day operations and for ensuring that the company complies with Danish law. This includes:

Directors and managers can incur personal liability if they intentionally or through gross negligence cause losses to the company, shareholders or creditors. Typical risk situations include:

Capital loss and duty to act

If the management becomes aware that the company’s equity is less than half of the registered share capital, they must, without undue delay, prepare a balance sheet and present it to the shareholders. If the equity is actually lost, the shareholders must decide on measures such as:

Ignoring a serious capital loss can lead to personal liability for directors and, in some cases, for de facto managers who effectively run the business without formal appointment.

Bookkeeping and accounting obligations

Every ApS must keep accurate and up-to-date accounting records in accordance with the Danish Bookkeeping Act. Key obligations include:

Failure to keep proper books or to file annual reports on time can result in fines, compulsory dissolution of the company and, in serious cases, personal liability of the management.

Tax and VAT compliance

The management is responsible for ensuring that the ApS complies with all tax and VAT obligations, including:

Non-compliance can lead to interest, surcharges, fines and, in serious or repeated cases, criminal liability for the responsible individuals.

Company law compliance and corporate governance

Directors and shareholders must ensure that the ApS follows the Danish Companies Act and its own articles of association. This includes:

Good corporate governance and clear documentation of decisions (board minutes, shareholder resolutions, contracts) reduce the risk of disputes and personal liability.

Liability for unpaid taxes and misuse

In certain situations, directors and, in rare cases, shareholders can be held personally liable for unpaid taxes, VAT or employee withholdings, especially if:

Danish authorities can also impose disqualification (ban on acting as a director) in cases of serious misconduct, fraud or repeated breaches of company and tax law.

Practical ways to reduce liability risk

To minimise personal and corporate risk, directors and shareholders should:

A clear understanding of the division of responsibilities between shareholders and management, combined with consistent compliance, is essential for running a Danish ApS safely and efficiently.

Timeline and Typical Costs of Establishing an ApS in Denmark

The process of establishing a private limited company (ApS) in Denmark is relatively fast compared to many other EU countries, but the total timeline and costs depend on how well you prepare the documentation and whether you already have Danish digital IDs and a bank relationship.

Typical timeline for setting up an ApS

Below is an indicative timeline for a standard ApS incorporation, assuming the company is founded with cash contribution and a straightforward ownership structure.

  1. Preparation of documents and data (1–5 business days)
    In this phase you:
    • decide on the company name and check availability
    • define ownership structure, share capital and management
    • collect personal data and IDs for shareholders and directors
    • prepare the memorandum of association and articles of association
    • arrange NemID/MitID for relevant persons (if not already available)
    The duration depends mainly on how quickly all stakeholders provide information and signatures.
  2. Online registration with the Danish Business Authority (1–2 business days)
    The incorporation is filed online via Virk.dk. Once the application is submitted with all mandatory information and documents, the Danish Business Authority (Erhvervsstyrelsen) usually processes a standard ApS registration within 1–2 business days. Complex ownership structures, foreign shareholders without Danish IDs or missing documentation can extend this stage.
  3. Company registration number (CVR) issuance (same day–2 business days)
    After approval, the company receives a CVR number, which is the official company ID in Denmark. From this moment, the ApS is legally established and can enter into contracts. In many cases, the CVR number is issued on the same day the application is approved.
  4. Bank account opening and capital payment (1–4 weeks)
    Opening a Danish business bank account is often the most time-consuming step, especially for foreign owners. Banks are required to perform detailed KYC and AML checks. Typical timeframes:
    • Danish-resident owners with existing bank relationships: about 1–2 weeks
    • Foreign owners without Danish banking history: about 2–4 weeks, sometimes longer
    In many cases, a temporary capital account or a lawyer’s client account is used to deposit the share capital and obtain a capital certificate for registration. The operational business account is then opened afterwards.
  5. VAT (moms) and employer registration (1–3 business days)
    Once the CVR number is issued, you can register for VAT and, if relevant, as an employer via TastSelv Erhverv. Processing is usually quick (often within a few days), but you should register before you start invoicing with VAT or paying salaries.

In practice, a well-prepared ApS can be fully established and operational (with CVR number and VAT registration) within about 1–2 weeks, while the complete setup including a fully functioning bank account may take 3–6 weeks, particularly for foreign-owned companies.

Minimum share capital and related costs

The minimum share capital for an ApS in Denmark is currently DKK 40,000. This capital can be paid in cash or, under specific conditions, as non-cash contributions (assets). Key points:

State fees and mandatory public costs

When registering an ApS with the Danish Business Authority, a state registration fee is payable. The fee is charged per incorporation filing. The current fee level is typically in the range of a few thousand Danish kroner and is paid online during the registration process. The exact amount is published and regularly updated on the Danish Business Authority’s website.

There is no separate state fee for VAT registration, employer registration or registration for most other standard schemes; these are generally free of charge.

Professional service fees

Many founders choose to use a Danish accounting firm or corporate service provider to handle the incorporation and initial registrations. Typical services include:

For a standard ApS with one or a few shareholders and no complex cross-border structure, professional incorporation packages commonly range from approximately DKK 5,000 to DKK 15,000 excluding VAT, depending on the scope of services, language requirements and whether ongoing accounting services are included. More complex structures, holding company setups or contributions in kind can increase the fee level.

Bank-related costs

Business banks in Denmark typically charge:

Some banks require a minimum deposit or charge higher fees for companies with foreign ownership or higher perceived risk. It is advisable to obtain a fee schedule from the chosen bank in advance and factor these costs into your budget.

Ongoing annual costs to consider from the start

Although not part of the one-off incorporation cost, planning for the ongoing annual expenses of running an ApS is essential. Typical recurring costs include:

Denmark has audit exemption thresholds for small companies. An ApS can typically opt out of statutory audit if it does not exceed two of the following three limits for two consecutive financial years: a balance sheet total of several million DKK, net revenue of several million DKK and an average number of employees above a certain threshold. If the company exceeds these limits, an annual audit by a state-authorised or registered public accountant becomes mandatory, which significantly increases yearly costs.

Factors that can extend the timeline or increase costs

Several elements can make the incorporation process longer or more expensive:

By preparing all documentation in advance, clarifying the ownership structure and engaging a Danish accounting firm early in the process, you can usually keep both the timeline and the total cost of establishing an ApS in Denmark under control.

Common Mistakes When Setting Up an ApS and How to Avoid Them

Many founders focus on speed when incorporating an ApS in Denmark and overlook details that later cause delays, extra costs or tax problems. Below are the most common mistakes we see when setting up a Danish ApS – and how to avoid them in practice.

1. Choosing the Wrong Company Structure or Share Capital Level

A frequent mistake is registering an ApS without checking whether it is the right structure compared with a sole proprietorship or a holding structure. Another issue is setting the share capital at the legal minimum of DKK 40,000 when the business clearly needs more funding, which can make banks and partners sceptical.

Before incorporation, clarify:

2. Using a Company Name That Cannot Be Registered

Many applications are delayed because the chosen company name conflicts with an existing Danish company or contains protected words. The Danish Business Authority (Erhvervsstyrelsen) can reject names that are misleading, too similar to existing names or infringe trademarks.

To avoid this:

3. Incorrect or Incomplete Founding Documents

Another common problem is submitting articles of association and a memorandum of association that do not meet the requirements of the Danish Companies Act or that contradict each other. Missing information about share classes, management structure or rights to dividends can lead to rejections or later shareholder disputes.

Make sure that your founding documents clearly state:

Have a Danish accountant or lawyer review the documents before filing them via Virk.dk.

4. Misunderstanding Shareholder and Management Requirements

Founders sometimes assume that all directors or shareholders must be Danish residents, which is not required. However, they then overlook practical issues such as identification, anti–money laundering checks and the need for a reliable contact address in Denmark.

Typical mistakes include:

Always register beneficial owners and management changes promptly in the Danish registers to avoid fines and compliance issues.

5. Problems With NemID/MitID, e-Boks and Digital Access

Denmark is highly digital. Many foreign founders underestimate how critical NemID/MitID and e-Boks are for managing an ApS. Without proper digital access, you may miss deadlines or important messages from the Danish authorities.

To avoid this:

6. Delays With Bank Account and Share Capital Documentation

Opening a Danish business bank account can take time, especially for foreign owners. Many companies are incorporated but cannot start operating because the bank account is not ready or the share capital payment is not properly documented.

Common issues include:

Plan the bank process early, prepare identification and company documents, and coordinate with your accountant so that the capital payment and documentation meet the legal requirements.

7. Incorrect or Late VAT (Moms) and Employer Registration

Some founders either register for VAT when they do not need to, or forget to register when they should. In Denmark, you must register for VAT when your taxable turnover exceeds DKK 50,000 over a 12‑month period, or earlier if you know you will exceed this threshold. If you plan to have employees, you must also register as an employer before paying salaries.

Typical mistakes:

Monitor your expected turnover, register in time via Virk.dk and set up routines for VAT and payroll reporting from day one.

8. Neglecting Bookkeeping and Accounting From the Start

Many ApS companies postpone proper bookkeeping until the first annual report is due. This leads to missing documents, incorrect VAT returns and higher accounting fees. Danish law requires that all transactions are recorded and that accounting records are stored for at least five years.

To stay compliant:

Engaging an accountant early usually costs less than fixing a full year of disorganised records later.

9. Ignoring Corporate Tax and Dividend Rules

Some owners assume that corporate tax and dividends can be handled “later”. In Denmark, ApS companies pay corporate income tax at a flat rate (currently 22%) on their taxable profits. If you pay dividends or management fees without proper documentation or without considering withholding tax, you risk penalties and double taxation.

Common tax‑related mistakes:

Discuss salary versus dividend planning with a Danish tax adviser and make sure all owner withdrawals are correctly documented and taxed.

10. Missing Deadlines for Annual Report and Filings

Every ApS must file an annual report with the Danish Business Authority. The deadline is generally five months after the end of the financial year for small companies. Late filing can result in fines and, in serious cases, compulsory dissolution of the company.

To avoid problems:

11. Underestimating Director’s and Shareholder’s Liability

Some founders believe that the ApS structure fully protects them from all personal risk. While liability is limited to the company’s capital in normal situations, directors and, in some cases, shareholders can still be held personally liable for gross negligence, wrongful trading or failure to pay certain taxes and duties.

To protect yourself:

12. Not Using Professional Help When Needed

Trying to handle incorporation, tax, VAT and payroll alone often leads to avoidable mistakes. Danish rules are detailed, and the authorities expect digital, timely and accurate reporting.

Consider involving a Danish accounting firm that can:

By avoiding these common mistakes and seeking advice early, you can establish your ApS smoothly, stay compliant with Danish regulations and build a solid foundation for your business growth.

Converting from a Sole Proprietorship (Enkeltmandsvirksomhed) to an ApS

Many entrepreneurs in Denmark start as a sole proprietorship (enkeltmandsvirksomhed) and later convert to a private limited company (ApS) when the business grows, risks increase or they want to bring in investors. Converting to an ApS can provide limited liability, a more professional image and better options for tax and succession planning, but it also comes with stricter formalities and reporting obligations.

Key differences between a sole proprietorship and an ApS

In a sole proprietorship, the owner and the business are legally the same person. The owner is personally liable for all business debts and obligations with all private assets. Business profits are taxed as personal income under the Danish personal tax system, including labour market contributions and potentially top-bracket tax.

An ApS is a separate legal entity with limited liability. Shareholders generally only risk the capital they have contributed. The company pays corporate income tax on its profits, and any salary to the owner is taxed as personal income, while dividends are taxed separately as share income. An ApS must comply with company law, bookkeeping rules and annual reporting requirements, and must have a minimum share capital of 40,000 DKK, which can be paid in cash or, under certain conditions, as contributions in kind.

When does it make sense to convert to an ApS?

Conversion is often relevant when:

Before converting, it is important to review your current tax situation, existing contracts, financing agreements and any security provided (for example, personal guarantees to banks or landlords), as these may need to be renegotiated or updated when the ApS takes over the business.

Two main ways to move from sole proprietorship to ApS

In practice, there are two common approaches to changing from a sole proprietorship to an ApS:

  1. Start a new ApS and gradually move activities from the sole proprietorship
  2. Transfer the existing business into an ApS as a contribution in kind (apportindskud)

1. Starting a new ApS and closing the sole proprietorship

The simplest method is to incorporate a new ApS with cash share capital and then move the business step by step:

This approach is administratively straightforward but may trigger taxation of hidden reserves in the sole proprietorship when it is discontinued. It is therefore important to plan the timing and structure of the closure, for example at the end of an income year, and to ensure correct valuation of assets and inventories.

2. Contributing the business to an ApS as non-cash capital

An alternative is to transfer the existing sole proprietorship into an ApS as a contribution in kind. Instead of paying the share capital in cash, you contribute the business assets and liabilities to the new company. In return, you receive shares in the ApS.

In this case, the following is typically required:

Depending on the structure, it may be possible to carry out the transfer under tax rules that allow a tax-neutral conversion, so that gains on assets are not immediately taxed. These rules are complex and subject to conditions, including continuity of ownership and valuation at fair market value, so professional tax advice is strongly recommended before choosing this route.

Tax considerations when converting

From a tax perspective, the main issues are:

The ApS will be subject to Danish corporate income tax on its profits. Dividends paid to the owner are taxed as share income under the Danish personal tax rules, with specific thresholds and rates, while salary is taxed as personal income with labour market contributions. The optimal balance between salary and dividends depends on your total income, deductions and family situation.

Practical steps in the conversion process

A typical conversion process includes:

  1. Initial assessment of whether conversion is beneficial based on turnover, risk profile and future plans
  2. Choice of method: new ApS with cash capital or contribution in kind of the existing business
  3. Preparation of founding documents, articles of association and, if relevant, valuation reports and opening balance sheet
  4. Online registration of the ApS with the Danish Business Authority and payment or contribution of share capital
  5. Registration of the ApS for VAT, employer duties and other relevant schemes
  6. Transfer of contracts, employees, leases, customer agreements and assets to the ApS, including notification to banks, insurance companies and key partners
  7. Update of invoices, terms and conditions, website, marketing materials and signatures to reflect the new company form and CVR number
  8. Final closing of the sole proprietorship in the Danish Business Register and completion of the final tax return for the sole proprietorship

Contracts, employees and liabilities

When converting, it is important to review all existing obligations:

Accounting and reporting after conversion

Once the ApS is established, it must comply with Danish rules on bookkeeping and annual reporting. This includes:

Many former sole proprietors choose to engage an accounting firm to handle these obligations, especially in the first years after conversion, to ensure correct treatment of opening balances, depreciation, goodwill and owner transactions between the shareholder and the company.

How an accounting firm can assist with the conversion

A Danish accounting firm can help you plan and execute the conversion from sole proprietorship to ApS by:

With proper planning and professional support, the transition from a sole proprietorship to an ApS can be carried out smoothly, strengthening both the legal protection and the long-term development possibilities of your business in Denmark.

Using a Danish Accounting Firm to Handle ApS Incorporation and Ongoing Compliance

Working with a Danish accounting firm when establishing an ApS can significantly reduce the risk of errors and delays, and it helps ensure that your company is compliant with Danish corporate, tax and accounting regulations from day one. This is particularly important for foreign owners who may not be familiar with local rules, digital systems and language requirements.

How an accounting firm can support ApS incorporation

A Danish accounting firm can manage the full incorporation process of your ApS, from the initial planning stage to successful registration with the Danish Business Authority (Erhvervsstyrelsen). Typical services include:

By centralising these tasks, the accountant helps you avoid incomplete filings, missing documents or incorrect registrations that could delay the incorporation or trigger additional checks.

Ongoing compliance and bookkeeping for a Danish ApS

Once the ApS is registered, the company must meet continuous accounting and reporting obligations. A Danish accounting firm can take over most of these tasks, such as:

For many ApS companies, especially those with foreign owners or limited in-house resources, outsourcing these functions is more efficient than building an internal finance department.

Tax and structural advice tailored to your ApS

A local accounting firm can also advise on how to structure your ApS in a tax-efficient and compliant way. This may include:

Such guidance helps you avoid double taxation, unexpected tax bills and penalties for non-compliance with Danish tax law.

Digital systems and communication with Danish authorities

Denmark relies heavily on digital solutions for business administration. To operate an ApS, you must use systems such as MitID, e-Boks and the online platforms of the Danish Tax Agency and Danish Business Authority. A Danish accounting firm can:

This support is especially valuable for non-resident owners who may not have a Danish address, language skills or experience with local digital identification systems.

Benefits of using a Danish accounting firm for your ApS

Partnering with a professional accounting firm in Denmark when setting up and running an ApS offers several concrete advantages:

Choosing the right Danish accounting partner

When selecting an accounting firm to handle your ApS incorporation and ongoing compliance, consider:

A well-chosen Danish accounting firm becomes a long-term partner, ensuring that your ApS remains compliant, tax-efficient and well-prepared for audits, financing or future expansion.

Advantages of Operating a Business in Denmark

Denmark offers one of the simplest processes for starting a business globally. Registering a company is quick and involves minimal administrative expenses. Key advantages of establishing an ApS company in Denmark include:

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