Starting a company in Denmark


Is it profitable to have a company in Denmark?


Denmark is regarded as an attractive country for foreign investors, attracting them with many favorable factors. Its economy is characterized by stability, openness and flexibility, and its GDP is among the highest both in Europe and globally. Inflation in Denmark is extremely moderate compared to other European countries. Bureaucracy is not burdensome, and aspects of politics, law and taxation are clearly defined, which also makes it easier for foreigners to navigate. In addition, Denmark is an active member of organizations such as the EU, Council of Europe, WTO, EFTA, OSCE and OECD.

The rich educational offer translates into a high level of education, resulting in the availability of productive and well-educated workers in the labor market, which is an advantage for potential investors. The high degree of English proficiency in Danish society enables efficient communication both on a daily basis and in the context of official matters and contact with local residents.

The process of setting up a company in Denmark sets the standard for speed, simplicity and low cost, making the venture one of the most facilitated globally. Foreign companies enjoy equal privileges with Danish companies. Government policy is geared toward supporting business development, especially for small and medium-sized enterprises. Entrepreneurs are able to take advantage of a wide range of grant programs, loans and credits. Also, the variety of available legal forms makes it possible to tailor business to individual requirements.

Tax rates on corporate income are relatively low in Denmark, at 28%, an advantage over average rates in Europe. Costs related to employers' social and health insurance contributions are also relatively low, limited to 1% of the payroll fund. In addition, most situations allow the avoidance of double taxation thanks to agreements Denmark has with numerous countries, whether in Europe, Asia or America.


Legal models of business in Denmark and the registration process


When considering starting a business in Denmark, you can choose between different legal forms, such as:


Sole proprietorship (Enkteltmandszirksmhed)


In Denmark, sole proprietorship is a significantly preferred form of business. The procedure for registering this business is extremely simple, requiring only the submission of a business plan and documentation proving the relevant qualifications. The business can operate under the owner's name or another name of choice. It is worth noting that a sole proprietorship lacks legal personality, which means that the owner is responsible for all debts and assets of the business. The owner is also free to hire employees and grant powers of attorney. If the company's income does not exceed DKK 50,000 per year, it is not necessary to register it as a VAT payer.


Limited liability company (Anpartsselskab - ApS)


The preferred form of business in Denmark is a limited liability company. In order to form one, it is necessary to have at least one partner and to raise initial capital of a minimum of DKK 125,000. Forming a company is a simpler and more economical process than other legal structures. The owner of the company, known as a partner, is not personally liable for the company's debts, and registration formalities are governed by the Danish Private Limited Liability Company Act. It is important that the company's assets are separate from those of the owners. A board of directors must be appointed, and it is also possible to create a supervisory board of three members. It is worth noting that a limited liability company has the right to have only one shareholder. The cost of establishing such a company varies between DKK 3,000 and DKK 5,000.



Limited partnership (Kommanditselskab - K/S)


In Denmark, there is an option to establish a limited partnership, provided that a group containing at least two partners is formed. At least one of them must assume the role of general partner, and at least one person acting as a limited partner is also necessary. A general partner can be either a natural or legal entity and is fully liable for all obligations of the partnership. In contrast, a limited partner is only liable for the amount of capital he contributes to the partnership.

The second condition for the legalization of a limited partnership is the creation of a detailed articles of incorporation, which sets out the rules of its operation. In order to register such a company, it is necessary to go to the Trade and Enterprise Agency. It is crucial to remember that the registration period is eight weeks from the signing of the founding agreement. It is exceptionally important that the name of the company include at least one of the names of the persons acting as general partners.



Public limited company (Aktieselskab - A/S)


In Denmark, it is possible to create a joint-stock company, which is the most developed legal form and ideal for larger companies wishing to list their shares on the local stock exchange. However, the procedure for registering this form is more complex, requiring numerous criteria to be met.

The exact registration requirements for a joint-stock company include:

Registration of a Danish joint-stock company is a complicated process, involving the fulfillment of many conditions. Registration costs vary from law firm to law firm, ranging from DKK 4,500. It is possible to start operations as soon as the incorporation agreement is signed, but the company must be officially registered within six months of that date. Registration usually takes two to three weeks, and documentation must be in Danish. After registering with the trade register, the company must also register with the tax authorities.

Co-owners and shareholders of a joint-stock company are not liable for the company's debts, except in cases where the bank requires a guarantee in connection with a loan. It is optional for founders to hold shares, but individual shareholders who acquire a minimum of 5% of the share capital are required to notify the company within 30 days. There is also the option of buying an already existing joint stock company and adapting it to a specific activity, but this procedure involves costs and is time-consuming.


General partnership (Interesselskab - I/S)


A general partnership represents a certain type of enterprise in which there is freedom to pay initial capital. Despite the lack of formal legal personality, this company has the ability to initiate various contracts and participate in litigation. The process of registering a general partnership requires the preparation of a founding agreement, which defines the relationship between the company's creators. The partners of a general partnership should be a minimum of two, who can be legal or natural persons. Once the founding agreement is approved, it is necessary to send it together with the registration application to the Agency for Enterprise and Trade within 8 weeks. If all shareholders have limited liability, registration of the company with the DBA is required. The name of the general partnership should include the abbreviation I/S, which clearly identifies the legal form of the company. It is customary to divide the shares in a general partnership equally among the shareholders, unless the articles of incorporation provide otherwise.


Representative office of a foreign company (Salgskontor)


If a foreign company's plans include expanding its operations into Denmark, opening a branch office of the company outside the country may be an interesting option. This strategy can be advantageous because it does not require significant start-up capital and does not carry additional expenses. A representative office of a foreign company can be established in the context of companies that operate under similar laws in Denmark. Also, it is essential that at least one of the company's managers reside in one of the European Union countries. The name of the foreign company's branch should include the name of the parent company, the country of origin and the term "filial" suggesting the nature of the branch. It is important that responsibility for all obligations of the foreign company's representative office rests with the parent company, as the branch does not have an independent legal personality.


Branch of a foreign company (Filialafundenlandskselskab)


Establishing a branch of a company outside of Denmark involves a more demanding process compared to the procedure for establishing companies. Nevertheless, it is possible to establish a foreign subsidiary of a company if its legal form is analogous to those used in Denmark. This option is available to entrepreneurs coming from Poland. To start the process of registering a company branch in Denmark, you need to fill out the appropriate online form.

In the registration form for a Danish foreign subsidiary, the following information must be provided:


The process of establishing a Danish foreign subsidiary also requires the payment of initial capital, which must be at least DKK 80,000, and the payment of costs of about DKK 8,000. Analogous to the representative office option, the name of the branch of the Danish foreign subsidiary should include the word "filial," the name of the parent company and the country of origin. The branch manager of a given company is liable for the obligations of the branch, which in turn is subject to the Danish legal system. The branch is also required to send periodic monthly financial reports throughout the year to the Trade and Enterprise Agency.



Cooperative association (Andelsforening/Brugsforening)


A cooperative association, a rarely chosen legal form in Denmark, can be formed by individuals through an association agreement. This option allows for commercial operations and product processing, and the limitation of liability applies to members. The name of the cooperative should include the abbreviation "A.m.b.a.," which identifies the specific legal and organizational form of the company.


Tax card and tax identification number


In Denmark, individuals with limited income enjoy an exemption from paying taxes and are entitled to a special "frikort." However, a tax identification number and a tax card are essential for entrepreneurs and foreign investors. The tax card is provided electronically and is accessed through the TastSelv tool. In order to obtain a tax identification number and tax card, an appropriate application is required, which can be submitted online or in traditional form by completing form 04.063. The application can be submitted no earlier than 60 days prior to the date of intended commencement of operations in Denmark. To ensure the completeness of the application, you must include a copy of your identity document (e.g., ID card or passport), your residence permit in Denmark, your employment contract (if applicable) and, in the case of married persons, your marriage certificate.


Entitlement to stay in Denmark


In the case of residence in Denmark without parking documents, Polish citizens are allowed to stay in Denmark for up to 3 months without requiring the formalities associated with these documents. For a longer stay, which exceeds 3 months, it is necessary to apply for registration of residence of an EU citizen before the end of this period. Receipt of a certificate of registration of EU residence is official confirmation of the legality of residence in Denmark. In order to receive this certificate, it is necessary to provide a specific reason for the longer stay. It is worth noting that citizens of Scandinavian countries are exempt from the requirement to have residence permits.

Those who have resided in Denmark legally for at least 5 years are entitled to apply for permanent residence status. To do so, it is necessary to submit an application to the resident service office (Borgerservice), most often located in the municipality, along with a current EU residence registration certificate. The visit results in an identification number (CPR), health insurance card and address registration. The rules regarding the residence of EU citizens in Denmark are regulated by EU-opholdsbekendtgørelsen.

As for a business visa, those planning to travel to Denmark for business purposes, such as contracting or attending meetings, have the option to apply for one. The procedure for obtaining a business visa is similar to that of a Schengen visa and requires an invitation letter from a Danish company or business partner, including details of the purpose of the visit, dates, confirmation of accommodation and proof of financial security. An application for a visa can be submitted to the Consular Section of the Danish Embassy or the Visa Center, at the earliest 3 months and at the latest 2 weeks before the planned date of travel. A decision is usually issued within 10 days, and the cost of the visa is 27 euros. In some cases, the waiting time may extend up to a month or even 3 months under special circumstances. For subsequent visa applications within 5 years, it is possible to use a travel agency to simplify the application process.

When applying for a business visa, it is necessary to provide various documents, such as a completed applicant form, consent to processing personal data, confirmation of the visa fee, an invitation from a Danish company or business partner, copies of passport pages, proof of purchase of health insurance, 2 photos of the applicant's face, and a bank statement. Additional required documents may include tax service statements, registration documents, powers of attorney, information about the company or business partner, and an itinerary. In case the inviter does not cover travel expenses, it is necessary to provide documents proving the applicant's financial capacity. A business visa can be extended by 90 days, but only under certain reasonable conditions. Entrepreneurs doing business in Denmark can also apply for a multiple-entry visa.


Danish tax system


All citizens who do business or work in Denmark are obliged to pay taxes. The tax system is based on the progressive principle, where tax rates depend on the amount of income. For Danish taxpayers, it is possible to deduct certain expenses, but it is necessary to provide supporting documentation for these expenses. If there is any doubt, the Tax Office may conduct an audit.

There are two types of tax liability in Denmark: total and limited, which depend on various factors, such as place of residence, type and amount of income, and place of work. Those with limited tax liability are not required to pay taxes on income earned in Denmark.

If someone plans to start a business in Denmark, they must remember to register his or her company with the Agency for Enterprise and Trade. It is also important to note that Denmark does not offer special tax breaks for entrepreneurs. This means that when doing business in Denmark, you will have to comply with the general rules of taxation.


Individuals


In Denmark, every individual is required to pay taxes, including income tax and progressive tax. Income tax is applied at a fixed rate of 32%. The progressive tax rate, on the other hand, depends on the level of income. For incomes not exceeding DKK 42,000 per year, the progressive tax rate is 5.64%, while for incomes above this amount it rises to 15%. It is important to note that the progressive tax covers both income derived from labor and that generated from capital.

Income tax is paid to local authorities, while progressive tax payments are remitted to the treasury. Danish citizens are required to pay both taxes on a regular basis, depending on their earned income.


Sole proprietorship


In Denmark, earned income from a sole proprietorship is considered to be the owner's income, which means that the taxation of the business and other income of the entrepreneur is covered by an individual tax return. Filing a tax return is required quarterly or semi-annually, depending on the type of business, and this can be done online through the Danish Tax Authority's website. Sole proprietors, like those who work in Denmark, are eligible for health care and the pension system. The set deadlines for advance income tax payments are March 20 and November 20, and early payments have the possibility of being refunded at a higher interest rate than standard bank offers, while late payments are subject to a reduced interest rate of 0.4, resulting in lower interest.


Paying CIT


Companies doing business in Denmark are required to pay corporate income tax (CIT) at a rate of 28%. Corporate taxation is based on the principle of consolidation, meaning that not only the main Danish company is included, but also its subsidiaries and affiliates. For partnerships, taxation covers only the companies' participants.


VAT


Companies with an annual turnover of more than DKK 50,000 are required to register and pay VAT-related fees. VAT is a value-added tax, meaning that it is included in the prices of services and goods provided. The VAT rate is 25% and applies to companies engaged in the trade of goods or the provision of services. In certain cases, the VAT rate is 0%, as in medical care, real estate sales and rentals, education, the cultural sector, banking and insurance transactions.

Under Danish law, foreign companies that supply goods or offer services to Danish entrepreneurs and companies can take advantage of the VAT reverse charge procedure. Under this procedure, foreign companies do not have to pay VAT in Denmark. When issuing invoices, VAT is not required to be added, and the value of the goods or services should be stated as net. The responsibility for paying VAT rests with the purchaser, not the foreign company. This procedure is only available for certain types of activities, such as construction work, sporting events, cleaning services, employee leasing, maintenance and repair work, the entertainment sector, and the organization of exhibitions and conferences.


Excise taxes


Excise duties apply when a specific commodity is purchased by the final customer, it only covers certain groups of products.

Excise duties apply to a variety of goods, including:


Admission of employees


In Denmark, there are two separate labor law classifications for hiring physical and intellectual workers. Any employer required to hire workers must guarantee that they receive adequate health and safety training, adequate wages, and insurance against occupational diseases and accidents. Failure to comply with these conditions can lead to strike speeches, lockouts and the occurrence of tensions between the employer and employees.


Work environment


In Denmark, there is no single coherent piece of legislation governing the relationship between employees and employers. Aspects such as working hours, notice periods, minimum vacation time and maximum retirement age are determined by an agreement between the Danish Federation of Trade Unions and the Danish Confederation of Employers. Agreements between employers and employees must be in writing; verbal agreements are not honored. Measures to increase wages can be negotiated about every two years, while an employment contract can be renegotiated on average once every four years.


Working time


The standard amount of time for employees to work in a Danish company is 37 hours per week. Considered overtime are the first 3 hours over the standard working time or the first 3 hours performed during a period when an employee normally has time off. In the case of overtime, the employee receives a bonus of 50%, but if he or she exceeds 3 hours of overtime in a given day or works on days off or holidays, the bonus increases to 100%. The employee has a choice between receiving additional overtime pay or taking time off. Part-time workers enjoy the same entitlements as those working full-time.


Earnings


There is no set minimum wage in Danish law. Instead, issues regarding wages and working conditions are negotiated between employees and employers. Although a general minimum wage is not set throughout the labor market, collective agreements set minimum wages for specific fields and occupations. Wages depend on the nature of the work and can be expressed as an hourly, daily or monthly rate. Payments can be made once or twice a month, and wage amounts for different industries are updated annually.


Leave for employees


In Denmark, rest obligations for employees are regulated by relevant legislation. Each employee is entitled to a total of five weeks of vacation, which is exactly 30 days, including Saturdays. Employees who work second or third shifts receive an additional two hours of vacation for each week spent at work. A minimum of 18 days of uninterrupted vacation must be taken by an employee between May 1 and September 30. In the event that an employee has not managed to work the entire previous calendar year, his or her vacation entitlement is calculated on the basis of the months that have been fully worked, awarding 2.08 days of vacation for each of those months, respectively.


Social security


The social security system in Denmark covers everyone who takes a job here. Employers pay social security contributions on their employees' wages. These contributions amount to about DKK 1,080 per year. In Denmark, employers pay between 10,000 and 12,000 Danish kroner annually as social security contributions related to their employees.



Health and safety


Entrepreneurs who operate in Denmark are required to comply with workplace health and safety regulations. These guidelines are available on the official portal of the Labour Inspectorate of Denmark. If a company has at least 10 employees, it is also required to set up a structure to deal with health and safety issues, led by designated inspectors. Their key task is to introduce and enforce safety standards in the company. Organizations with dynamic or temporary workplaces are also subject to these regulations. Failure to comply with health and safety requirements can result in fines and the halting of work.

Here are the employer's main obligations under Danish health and safety regulations:

  1. ​Ensuring a hazard-free work environment.
  2. Maintaining hygienic standards at workplaces.
  3. Instructing employees in safety rules.
  4. Conducting regular health and safety training.
  5. Providing employees with appropriate protective equipment.
  6. Monitoring whether safety rules are followed by employees.
  7. Taking preventive measures to minimize the risk of accidents at work.


Termination of an employee's contract


Each form of termination of employment has an individual notice period, which varies and depends on seniority. The length of this period is a matter that the employer and employee can determine through negotiation. Regulations for termination of employment contracts are defined within the framework of collective agreements and vary according to the sector and the role of the employee. Among the recognized rules is that an employee who has spent at least nine full months with the company and has reached the age of 18 can only be dismissed if the employer justifies it with a specific reason. If the employee believes that the dismissal is unjustified, he or she has the right to turn to the court or an appellate authority. If it is proven that the employer acted unjustifiably, he is obliged to pay the employee appropriate compensation. However, there is an exceptional situation in which the employer may dismiss an employee immediately and without notice if the employee's behavior is grossly improper.


Collective agreements


Collective agreements are agreements that aim to protect employees working in Danish companies in matters related to their terms and conditions of employment. These agreements regulate aspects such as working conditions, wages, safety on the job, place and time of work, vacations, overtime, pensions and much more. Collective agreements are formed by representatives of both employees and employers. If the employer is willing, he can join a collective agreement, especially if he is already a member of an employers' organization. It is worth noting that the fact that employees belong to a particular trade union is not automatic implementation in the company of the terms and conditions established by this association under collective agreements.


Register of Foreign Service Providers


The content emphasizes the need to enter a company's operations in the Register of Foreign Service Providers (RUT) before starting operations in Denmark, and reports on the need to report any modifications to the company's operations. Entry into the RUT is a simple and quick procedure, carried out through the virk.dk web portal. Data is required on the company's name and registered office, type of services, location, planned period of operation, CVR number, VAT number, sector classification, contact information of the registrant and information on seconded employees. Upon successful registration, one is given an individual RUT number, which is necessary when contacting the Danish authorities. Avoiding registration in the RUT or failing to report changes in operations may result in a financial fine or proceedings before the Labor Inspectorate.


Investing in a ready-made business


Another option than starting a new business is to purchase an existing business. In Denmark, this solution is easy as well as quick, and the paperwork can be handled remotely. Businesses available for sale usually have been in operation for several months and have a generic name, allowing them to be used for a variety of purposes. Those who acquire such companies also enjoy advantages such as avoiding settlements with previous liabilities, having experience in financial matters and recognition among banking institutions, government agencies and business partners. The only aspect that needs to be taken care of is opening a bank account for the company.


Start-up Denmark


The text conveys information about the need to register a company with the Danish Register of Foreign Services (RUT) before starting operations in Denmark, as well as the obligation to report any changes in the company's operation. The Start-up Denmark program, a joint project of the Danish Ministry of Business and Growth and the Ministry of Immigration, Integration and Housing, provides an option for foreign investors. It not only makes it easier to start a business in Denmark, but also allows two people to obtain a residence permit for up to two years. The main goal of this program is to encourage foreign investors to develop their businesses in Denmark, which contributes to the country's economic growth.

In order to participate in the Start-up Denmark program, it is necessary to have an innovative business idea that will add value to the Danish economy. Proposals from foreign investors are reviewed by a panel of experts who decide whether to approve or reject the proposal. It is worth noting that the program does not apply to entrepreneurs planning to open a restaurant or grocery store. The investor must hold shares in the country of citizenship and not receive dividends. In addition, he or she must have an adequate amount of savings to cover one person or the whole family for a whole year. The minimum amount of savings is about €18,000 for a single stay in Denmark, €36,000 for a stay with another person, and about €6,000 for each child.

The different stages of the Start-up Denmark program include:

  1. ​Submitting the business plan - The business plan that will be submitted must contain essential elements, such as a description of the products or services to be offered, a detailed business model and the required skills related to business partners.

  2. Waiting for a decision - After submitting the business plan, the investor waits for the Danish expert's opinion. A response can be obtained within six weeks. The decision on acceptance of the plan will be informed by an official letter.

  3. Submission of applications - If the business plan is approved by the expert, it is necessary to submit two applications: for participation in the program and for a residence permit. Both applications must be submitted to the Danish Agency for International Recruitment and Integration.

  4. Final Decision Approval - After going through the previous stages, the investor waits for a final response from the organizers. The average waiting time is about four weeks. Once the applications for the program and the residence permit are approved, the foreign investor can move to Denmark and take steps toward developing the planned business.

Entrepreneurs who have successfully gone through the entire Start-up Denmark program process gain access to the same privileges that Danish entrepreneurs enjoy. They can take advantage of state subsidies and support programs, make business contacts and have free access to the European market. In addition, they have access to free consultations at business development centers. The foreign investor and his family also have access to social benefits, including health care and education.



Other procedures when registering a company in Denmark


When starting the process of registering a company in Denmark, you must take into account the legal form you choose, although certain elements are constant. For Polish citizens who are members of the European Union, setting up a company in Denmark is made easier and all you need to do is attach an EU residence certificate. It is also important to have a NemKonto bank account. By submitting documents, such as the Articles of Incorporation and personal documents of the founders, the account can be registered. A NemID/MitID electronic signature is also key, allowing access to websites and government sites. In some cases, special licenses or approvals from relevant institutions are required for certain fields of business.

Various expenses associated with registering a company in Denmark are:

If you are successful in the registration process, you will receive various documents, including a certificate of incorporation, an extract from the DCCA register detailing the company, an original certificate of participation, a seal, articles of incorporation with apostille, and a power of attorney.


Terminating a company in Denmark


In order to terminate a company in Denmark, you need to complete certain formalities, including adjusting your tax return. You need to go to the Tax Office and provide information on the basis of which the tax liability to be settled will be calculated. Which country you need to settle your tax in depends mainly on elements such as where you live and the type of work you do. The form that needs to be filled out before terminating the business is determined by the person's tax capacity. There are two types of tax capacity.

Tax capacity categories:

  1. ​Limited tax capacity
    • residing in your home country for more than six months during a calendar year,
    • working or conducting business in Denmark,
    • life interests centered in the home country,
    • partner or spouse resides in the home country.

  2. Full tax capacity
    • living in Denmark or residing there for more than half a year during a calendar year,
    • working or conducting business in Denmark,
    • life interests centered in Denmark,
    • partner or spouse residing in Denmark.

Of course, an individual's personal situation may be diverse and not necessarily in line with the criteria of limited or full tax capacity. If a person lives and works in Denmark and in his or her home country, the place where most of the life interests and residence of the partner or spouse are concentrated determines which country is considered the permanent residence. If the center of a partner's life interests and residence is his or her home country, that country is considered the permanent residence. Similarly, if Denmark is the center of life interests and the partner lives in Denmark, then Denmark is considered the permanent residence. In addition to changing the tax return, it is also necessary to inform the Tax Office of the new address and to deregister from the Danish national register, which can be arranged at the local resident service desk.


The economic situation in Denmark


Denmark is a country that attracts foreign investors, especially those interested in creative and innovative startup projects. Before embarking on a business venture in Denmark, it is advisable to familiarize yourself with the economic environment there. The country is characterized by a variety of key sectors, including food, renewable energy, information technology, maritime transportation and biotechnology. Companies in these fields can count on financial support from the state.

Many foreign investors choose to open a restaurant or café in Denmark, which is a fairly secure investment idea. This approach does not involve excessive expenses, and usually yields profitable results. Danes value spending time with family and friends over good food, which makes them choose to frequent dining establishments. Other attractive options are hairdressing services, tourist activities, the hospitality area, banking, insurance and the transportation sector. The jewelry industry is also gaining high popularity, due to Danes' desire to invest their capital safely, given the presence of negative interest rates in the country. This contributes to the greater availability of cash that they want to invest safely, and precious metals are becoming an attractive option.