Legal & Tax · Service

Company law.

Formation, restructuring, governance, and ongoing advice for Danish and international companies — including the Danish dimensions of cross-border groups.

Provided by Moore Law · CVR 43 57 76 70.

Overview

The structure that holds it together.

Company law sits at the centre of most commercial work. Who owns what, who controls what, what each party is entitled to receive, what each party is bound to do, how the structure changes over time, and how it can be unwound when the time comes — these are questions that long outlast the transactions that create them.

Danish company law is comparatively well-codified, with the Danish Companies Act (Selskabsloven) providing a clear statutory framework for the principal company forms — the public limited company (A/S), the private limited company (ApS), and the entrepreneurial company (IVS, in transition). The framework is supplemented by the Capital Companies Act, the Financial Statements Act, and a body of case law and Erhvervsstyrelsen practice.

Moore Law advises on the full life-cycle of Danish company-law matters — from formation through restructuring to dissolution — with particular focus on international groups, founder-led businesses, and cross-border structuring.

What we do

Areas of advisory.

I.

Formation

Establishment of Danish A/S, ApS, and IVS companies, including for international clients seeking a Danish presence. Drafting of articles of association, founders' agreements, and initial shareholder arrangements. Coordination with the Danish Business Authority (Erhvervsstyrelsen) for registration, with banks for capital accounts, and with auditors where required.

II.

Shareholder arrangements

Drafting and negotiation of shareholders' agreements, share-classification structures, drag-along and tag-along provisions, pre-emption rights, board-composition arrangements, and protective provisions. Particular care with founder-investor arrangements, family-business governance, and international shareholder bases.

III.

Restructuring

Restructuring of Danish companies and group structures — including share-class changes, capital increases and reductions, demergers, contributions of assets, and group reorganisations. Coordination of the company-law steps with the tax position (often via a binding ruling) and with the commercial substance of the underlying transaction.

IV.

Governance and compliance

Ongoing governance support for Danish companies and their boards, including the conduct of general meetings, board procedures, related-party transactions, beneficial-ownership filings, and the Danish requirements on company management. Coordination with auditors on the annual report cycle.

V.

Cross-border groups

Advisory on the Danish company-law dimensions of international group structures — including subsidiaries of foreign parents, Danish holding companies for international operations, intra-group flows, and the interaction between Danish governance requirements and group-level decision-making.

VI.

Dissolution and liquidation

Voluntary dissolution of Danish companies, solvent liquidation, and the handling of insolvent dissolution where required. The liquidation process is more complex than its profile suggests, particularly where the company has significant assets, foreign shareholders, or active commercial contracts — and the conduct of the liquidator is itself a matter where things sometimes go wrong.

Representative matters

Typical engagements.

  • Formation of a Danish ApS for a Northern European founder establishing a European operating subsidiary, with downstream banking, beneficial-ownership filings, and integration into the founder's broader holding structure.
  • Shareholders' agreement for a Danish family business transitioning to second-generation ownership, including governance provisions, dispute-resolution mechanisms, and pre-emption arrangements.
  • Tax-neutral restructuring of a Danish operating company into a holding-and-operating structure, coordinated with a binding ruling from the Tax Agency and downstream banking arrangements.
  • Solvent liquidation of a Danish company with foreign shareholders and active commercial contracts, including the handling of contractual obligations through the liquidation period and the orderly distribution of proceeds.
  • Advisory on contested liquidations — including matters where the conduct of the liquidator has itself become the subject of dispute, requiring representation of creditors or shareholders against the liquidator.

Forming, restructuring, or unwinding a Danish company?

The earlier the company-law architecture is set right, the less it costs to correct later.

Contact the Danish practice