NORWAY – COMPANY REGISTRATION STEPS
Although Norway is a relatively small nation of approximately 5 million people, the country enjoys a top ten and well deserved global ranking in different economic sectors. As part the European Internal Market, by being a signatory of the EEA (European Economic Area) Agreement, Norway is open to foreign investments, promotes free trade and has a business friendly framework.
Establishing a business in Norway is rather straightforwardly done through the The Brønnøysund Register Centre.
The first thing to do upon deciding to open a company in Norway is to provide three company names, so that they can be submitted for verification and, subject to availability, for reservation. It is worth mentioning that the registration of a Norwegian company can be a very straightforward procedure, subject to the fulfillment of the following conditions:
- for due diligence purposes and of course for the actual registration procedure, the client is required to provide a set of identification documents, among which we mention: passport copies of the shareholders and directors, utility bills as proof of address, etc.
- the above documents are also required for the set-up of the bank account where the share capital is to be injected in the amount of NOK 30,000. The amount of the share capital is to be kept into the share capital bank account and can be used or withdrawn following the registration of the company.
- an equally important and actually primordial step is to apply for the D-numbers; foreign investors who wish to set up a business must apply to be assigned a D-number on registration of their business with the Brønnøysund Register Centre. D-numbers are assigned by the Office of the National Registrar and is intended for use in all connections in which there is a need for identification of foreign nationals in relation to the Norwegian authorities.
- the D-number applications will be submitted with the Population Register in Norway along with the notarized copies of the passports.
The next step would be to prepare the company incorporation documents and to open the company’s bank account so that the share capital can be deposited. Once the share capital amount has been deposited an auditor’s certification according to which the respective money is now blocked into the corporate account shall be required to complete the company’s registration file.
As opposed to most European countries, where one of the most important steps in company incorporation is represented by the signing of the necessary documents in front of a Notary Public, in Norway there is no such need, i.e. for the registration of the company no notarized deeds are required. As a matter of fact, altogether with a rather quick and cost-efficient incorporation process, this is a key advantage for many investors who consider setting up their businesses in Norway.
3) Last but not least, the final step is to register the company with the the Brønnøysund Register Centre and to obtain the company’s registration number.
REQUIREMENTS FOR COMPANY FORMATION IN NORWAY
- Any person of any nationality or residence shareholder in a Norwegian company;
- The Board of Directors can be comprised of three members; if the Board of Directors has only one or two members, at least one deputy board member must be elected. At least one half of the members of the board of directors must be resident in Norway or be citizens of, and with their residential address in a EU/EEA country;
- a company in Norway must hold a local registered office (service provided by BridgeWest)
- the incorporation of an AS (Limited Company) requires the injection of a share capital amounting to approximately EUR 4,000.
SERVICES PROVIDED FOR COMPANY INCORPORATION IN NORWAY
> drafting the Articles of Association (necessary for the company incorporation in Norway);
> drafting all other documents required for the incorporation of the Norwegian company;
> offering a Registered Office in Norway for your company (if required);
The registered office may be any address where the Norwegian company declares to have its headquarters. The registered office will be public.
> obtaining D-numbers
> setting up a bank account for your Norwegian company.
This refers both to an initial share capital account as well as a current bank account after the company is formed.
> recommending an accountant in Norway;
Accountancy services are recommended for any new business registration in Norway.
Setting up a Aksjeloven (A.S.- Limited Liability company)
This type of Norwegian company can have at least one shareholder, General assembly + board and must maintain a local address (office) and a minimum share capital of 30,000 NOK (aprox. 4.000 EUR).
Establishing an Allmennaksjeselskap (A.S.A. - Joint Stock Company)
This type of organization can have one shareholder, a board of directors to open a company in Norway, must maintain a local address (office) and a minimum share capital of 1,000,000 NOK (aprox. 125.000 EUR)
> Norwegian Branch, Subsidiary or Representative Office ny foreign company is able to set up branch entities in Norway. These can be set up as separate entities from the parent company (Norwegian companies having the foreign company as shareholder) or extensions of the parent-company in Norway.
NORWAY KEY FACTS
> The general rate of the corporate tax is 28%.
> The Value Added Tax in Norway is generally used for the sale of most services and products and ranges at 25%.
> The dividend tax in Norway is 25%, while investors from OECD countries are entitled to a relief of 10% making the dividend tax rate 15%. There is no withholding tax on dividends paid to EEA members as well.
BridgeWest is also able to offer ready-made Norwegian companies and VAT registration.
Please contact us for more information regarding how to open a company in Norway and prices.
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Call us now at +44 203 287 0408 to set up an appointment with our lawyers in Oslo, Norway. Alternatively you can incorporate your company without traveling to Norway.
As a BridgeWest client, you will beneficiate from the joint expertize of local lawyers and international consultants. Together we will be able to offer you the specialized help you require for your business start-up in Norway.