Register a company

Credit: Vivian Ramfjord

Registering a company in Norway has to be done through the Brønnøysund Register Center. All foreign businesses in need of a Norwegian organization number must register as a Norwegian registered foreign business (NUF).

Having said this, Invest in Norway would normally advise foreign owners to use a Norwegian lawyer firm or a consultant to do the process from abroad.

The most common corporate form for SME’s in Norway is the private limited liability company (AS). The AS can be compared to the UK private limited liability company and the German Gesellschaft mit beschränkter Haftung (GmbH). The minimum share capital of an AS is NOK 30,000.

The AS must have a board of directors consisting of a minimum of 1 board member elected by the general meeting. The articles of association may state the number of members of the board of directors, or state the lowest and highest number of members. 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, an EU/EEA country.

The board of directors is responsible for supervising the management of the company. However, the day-to-day management is the responsibility of the managing director. In an AS, the company may elect not to have a managing director. If the company chooses not to have a managing director, the board of directors is responsible for the duties for which the managing director otherwise is responsible. The managing director must be resident in Norway or be a citizen of, and with a residential address in, an EU/EEA country. Under Norwegian law, managing directors qualify as employees.

Reporting requirements

As a rule, the AS is required to have an auditor. Annual accounts for the company must be prepared and audited and then approved by the ordinary general meeting within 6 months following the end of the business year. The approved annual accounts must be filed with the Norwegian Register of Company Accounts.

However, if an AS qualifies as a small company, the AS may waive the requirement of having the annual accounts audited. In order to qualify as a small company, the AS must have, as a rule, an annual turnover of less than NOK 5,000,000, a balance sheet total of less than NOK 20,000,000 and no more than 10 employees. The waiver becomes effective upon registration in the Norwegian Register of Business Enterprises. If any of the above conditions are no longer met in a business year, the AS will have the annual accounts for the subsequent business year to be audited.

Employer and employee

The normal working hours in Norway is 37,5 pr. week. As a rule, normal working hours must not exceed 9 hours per 24 hours and 40 hours per 7 days. However, the employer and the employee may agree in writing that such working hours can be exceeded, provided that during a period not exceeding 52 weeks, the average working hours are not longer than 9 hours per 24 hours and 40 hours per 7 days.

All employment contracts must be issued in writing. In employment relationships with a total duration of more than one month, a written employment contract must be entered into as soon as possible, and no later than one month following commencement of the employment. In employment relationships with a shorter duration than one month, a written employment contract must be entered into immediately.

As a rule, employment relationships must be permanent. However, it is accepted that temporary engagements are necessary in some cases. Examples of permitted temporary engagements include:

  • if the work is of temporary nature
  • as a temporary replacement for another person or persons
  • for a period of no more than 12 months (general permission)

Pension

According to the Norwegian Act on Mandatory Occupational Pensions of 2005, Norwegian employers have to ensure occupational pension for their employees. All employers with a minimum of 2 employees, each with working hours and a salary of 75% or more have to provide a pension scheme. This also applies to all employers with at least 1 employee who does not have ownership interest in the employer company, with working hours and salary of 75% or more, as well as all employers with employees, each with at least 20% working hours and salary if these employees together make up for at least 2 fulltime positions.

Minimum pension rate is 2% of gross salary.

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Invest in Norway does not carry out registration processes for foreign companies. You will be guided through the text and links below, or we can help you with finding consultants or lawyers that provide such services. Some municipalities also provide support on the registration process.

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