Setting up a company in Norway
To set up a company in Norway from abroad, you will usually form a private limited company (aksjeselskap, AS) and register it with the Brønnøysund Register Centre through Altinn, the government’s business portal. A foreign company that only wants a presence can register a Norwegian branch (NUF) instead. This guide covers the legal forms, the residence rule for managers and board members, the D-number, the registration itself and the duties that follow: beneficial owners, VAT, tax, annual accounts and audit.
Set up a company in Norway in seven steps
- Choose the form: an AS, a NUF for an existing foreign company, or a sole proprietorship (ENK).
- Check the people: the general manager and at least half the board must live in the EEA, the UK or Switzerland.
- Get a D-number for any founder or role holder without a Norwegian identity number.
- Sign the memorandum of association, with the articles of association, and pay in the share capital.
- Have the payment confirmed by a bank, auditor, lawyer or authorised accountant.
- Submit the Coordinated Register Notification in Altinn, or on paper, within three months of signing.
- Register beneficial owners within 14 days, then VAT once taxable sales pass the threshold.
Choose the legal form: AS, NUF or ENK
Altinn’s overview of legal structures sets out the main differences. The owner of a sole proprietorship is liable for all its debts. In an AS, liability is limited to the share capital invested, and the capital must be at least NOK 30,000. Partnerships (ANS and DA) and co-operatives also exist; this guide sticks to the three forms below.
| Form | Liability | Key requirement | Registration fee, both registers (digital / paper) |
|---|---|---|---|
| AS (private limited company) | limited to the share capital | share capital of at least NOK 30,000 | NOK 6,825 / NOK 7,912 |
| NUF (Norwegian branch of a foreign company) | a branch of the foreign company, not a new company | registration certificate from the home country | NOK 3,883 / NOK 4,398 |
| ENK (sole proprietorship) | unlimited, the owner is liable for all debts | few formal requirements | NOK 3,883 / NOK 4,398 |
The fees come from the Register Centre’s fee page, which notes that they are updated at the start of each year. A sole proprietorship or NUF registered only in the Central Coordinating Register pays NOK 2,181 digitally.
Private limited company (AS)
The AS is the usual vehicle for a trading or service business. The Private Limited Liability Companies Act, § 3-1, requires a share capital of at least NOK 30,000, and § 6-1 requires a board of one or more members. A general manager is optional. Altinn’s page on the private limited company adds that board members must be of legal age, and that the residence requirements apply whatever the size of the company.
Norwegian branch of a foreign company (NUF)
A foreign company that needs a Norwegian organisation number can establish a branch in Norway. All foreign companies that carry out commercial activity in Norway must register, and the branch name carries the main company’s name plus the designation NUF. The forms go in on paper with the registration certificate from the home country. Attachments are generally required in Norwegian, though Swedish, Danish and English are accepted.
A NUF with Norwegian tax liability keeps accounts and files them. The Register Centre says a NUF with an accounting obligation needs an audit from the following year once it exceeds any one of three limits: NOK 7 million in operating revenue, NOK 27 million in total assets or an average of 10 full-time equivalents.
Sole proprietorship (ENK)
An ENK has few formal requirements, but it is the owner personally who carries the debts. It matters for one group of founders in particular: the immigration rules for self-employed people from outside the EU and EEA, covered below, are built around the sole proprietorship.
Who may manage the company: the residence rule
This rule matters most to founders who live outside Europe. Under § 6-11 of the Private Limited Liability Companies Act, the general manager and at least half of the board members must reside in an EEA state, the United Kingdom or Switzerland. The same section lets the Ministry grant an exemption by individual decision.
In practice:
- a sole founder living in the EEA, the UK or Switzerland can be the only board member;
- a founder living elsewhere needs co-directors so that at least half the board meets the rule, and a general manager who meets it, if the company appoints one;
- an exemption is possible, but it is a decision of the Ministry on the facts of each case, so treat it as the exception and plan the board without it.
The Register Centre’s page on roles in a limited company confirms that the same requirement extends to deputy board members.
Founders from abroad: the D-number and the paper route
Electronic filing in Altinn depends on a Norwegian national identity number or a D-number. Altinn explains that if someone in the company has neither, the paper route applies: each such person submits a D-number application on a separate form, with a certified copy of a valid ID. Founders without either number can still form the company. All of them sign the memorandum, and the registration goes in by post.
Expect the paper route to cost more and take longer: the paper fee for an AS is NOK 7,912 against NOK 6,825 online, and postal applications are processed more slowly.
Registering an AS, step by step
Step 1: Sign the memorandum of association
The founders sign the memorandum of association, which includes the articles of association. The signature date starts the clock: § 2-18 of the Act requires the company to be reported to the Register of Business Enterprises within three months.
Step 2: Pay in and confirm the share capital
Open a share capital account with a bank and deposit at least NOK 30,000. The Register Centre’s share capital page says contributions must be confirmed before the company can be registered. A bank or an auditor can confirm a cash payment, and Altinn adds a lawyer or an authorised accountant; non-cash contributions can only be confirmed by an auditor. If the confirming bank is in another EEA state, the whole notification must go by post.
Step 3: Submit the Coordinated Register Notification
The registration form is the Coordinated Register Notification, filed in Altinn or through one of the approved digital company formation services. Attach the memorandum with the articles and the confirmation of the share capital. Board members, deputy board members, the general manager, and any auditor or accountant sign to confirm that they have taken on the role.
Step 4: Wait for registration
Altinn states that an electronic submission is processed within ten working days, and within five when the electronic founding form was also used. The Register Centre publishes its current queue, which shows the arrival date of the cases being handled. The business bank account is a separate step: the bank runs its own checks on the owners and the business, so start that conversation early.
Within 14 days: register the beneficial owners
Every AS must report whether it has beneficial owners, even if it has none. A beneficial owner is a person who, among other criteria, owns more than 25 percent of the business or controls more than 25% of the votes. The deadline is 14 days from registration and from any later change, the register cannot extend it, and missing it leads to daily coercive fines.
VAT registration and the VAT representative
A business must join the VAT Register once its taxable sales pass NOK 50,000 within 12 months, not including VAT. The same rule is in § 2-1 of the VAT Act.
A business with no place of business or domicile in Norway registers through a representative who lives or has a registered business address in Norway, and that representative shares liability for the returns and payments. Skatteetaten exempts businesses resident in the United Kingdom or in a listed group of EEA countries, which includes Germany, France, Italy, Spain, Sweden, Poland and the Netherlands. Check the full list before you decide.
The standard VAT rate is 25%, with 15% for foodstuffs and 12% for passenger transport, cinema tickets and room letting. Firms that file returns are listed under VAT in Norway.
How a Norwegian company is taxed
An AS pays tax at 22 percent of its profits. The advance tax falls due in two instalments, in February and April of the year after the profit is earned, with the final settlement in October. A NUF pays 22% on the profit in Norway from business carried out through a fixed place of business in the country.
Dividends paid to foreign shareholders carry 25 percent withholding tax as a rule. The shareholder’s country and status can change the outcome, so ask an adviser before you plan distributions. An employer also pays national insurance contributions on salaries, at 14.1% in zone I and lower rates in most other zones; firms that run it are listed under payroll in Norway.
Annual accounts and audit
Every AS prepares annual accounts, and § 3-1 of the Accounting Act says they must be adopted within six months of the year end. The Register Centre wants them by 31 July, cannot extend the deadline, and applies the duty even to a dormant company. Late filing triggers a fee that rises to a maximum of NOK 69,940. The board stays responsible even when it has agreed that an accountant will file.
An AS can usually opt out of audit while its operating revenue is under NOK 7 million, its balance sheet under NOK 27 million and its average staff under 10 full-time equivalents. The general meeting decides, and the opt-out is reported through Altinn. Firms that do statutory audits are listed under audit in Norway.
Licences to check: accountants and auditors
Bookkeeping for others is a licensed activity in Norway. External accountants and accounting firms must be authorised by the Financial Supervisory Authority (Finanstilsynet), and an accounting firm needs a chief executive who is an authorised external accountant. Auditors in charge of statutory audits need state authorisation, and Finanstilsynet lists them in the Register of Auditors with a register number. When a profile on Accountanty names an authorisation, check it against Finanstilsynet’s records before you sign.
Living and working in Norway as a founder
Owning a Norwegian company does not by itself give a right to live or work there. Altinn notes that a person from outside the EU or EEA who plans to run a business in Norway needs a residence permit that allows work. UDI’s rules for self-employed skilled workers say the business must normally be your own sole proprietorship and cannot be a limited company, and they set a minimum expected profit. EU and EEA nationals who will be self-employed and stay longer than three months must register. Firms that help with applications are under residency and visas in Norway.
Mistakes foreign founders make
- Planning a board that fails § 6-11. Check where every manager and director lives before anyone signs.
- Leaving the D-numbers to the end. Without them the whole filing moves to paper.
- Missing the three-month window between signing the memorandum and filing.
- Forgetting the beneficial owners form. It is due within 14 days, even with no beneficial owner to report.
- Ignoring the VAT representative rule when the business has no establishment in Norway.
- Filing the accounts late. The 31 July deadline is fixed and the fee grows.
Finding help in Norway
Accountanty lists 36 firms in Norway: 33 accounting firms, 2 law firms and 1 corporate services provider. Of these, 25 offer company formation and 30 focus on foreign clients; 32 work in Norwegian, 30 in English, 5 in Polish and 4 in Russian. Most of them, 31, are in Oslo. For the work after registration, see accounting and tax compliance.
How to choose a formation provider and compare quotes is covered on our page on company formation in Norway, and firms used to clients abroad are gathered under accountants for foreign clients in Norway. When your plan is ready, send one free quote request: Accountanty reviews it and forwards it to firms that can help you set up a company in Norway.