Norway Company Guide: the AS, NUF Branches, Tax and Board Rules

Doing Business in Norway Through a Company

A Norway company for a foreign owner is nearly always an aksjeselskap, the AS: a limited liability company whose shareholders are liable only up to their contribution, with a minimum share capital of NOK 30,000, fully paid up before the company is notified to the register. Owners use it as an operating company in Norway, as the Norwegian subsidiary of a foreign group or as a holding company. Norway has no form called LLC; the AS is its equivalent. A foreign company that simply wants to trade in Norway under its own name can register a branch, the NUF, instead.

Norway is in the EEA but not the EU, so the EU Parent-Subsidiary and Interest and Royalties Directives do not apply to it directly and domestic rules do that work. Its residence rule for management looks to the EEA, Switzerland and the United Kingdom, and every board member must hold a Norwegian identity number or D-number.

Norwegian Company Forms at a Glance

For a foreign company the real choice is between an AS and an NUF. With an NUF the foreign company answers for everything done in Norway, and the branch can never be turned into an AS; changing course means forming an AS and closing the branch. Both are explained on our page about company formation in Norway.

Norwegian Tax at a Glance

Who May Own and Run a Norwegian AS

Anyone may own shares in an AS, whatever their nationality or residence, and owning shares requires no Norwegian identity number. The conditions fall on management. Under aksjeloven section 6-11, at least half the board and the general manager, an optional office, must reside in the EEA, Switzerland or the United Kingdom. Nationality has not counted since 2023, and an exemption from the Ministry of Trade, Industry and Fisheries is the exception rather than a route. Board members, deputies and any general manager need a Norwegian fødselsnummer or a D-number to be registered, and someone without either obtains a D-number through a paper filing.

Shareholders appear in the company’s own share register, open to anyone apart from digital addresses, not at the Brønnøysund Register Centre. Beneficial owners, individuals owning or controlling over 25% or able to appoint or remove most of the board, are registered with Brønnøysundregistrene within 14 days of registration and of every change.

Should the planned board fall short of that residence rule, we can provide qualifying board members, and a qualifying general manager if the company will have one, but only via a firm holding Finanstilsynet’s authorisation to supply them or via an advokat, a state-authorised accountant or an auditor, the routes the Money Laundering Act allows; each such person carries all the duties of the office under the Limited Liability Companies Act, personal liability included, and you are recorded as the beneficial owner in the Brønnøysund register.

The Yearly Cycle of a Norwegian AS

• The ordinary general meeting, held no later than six months after the financial year closes, approves the annual accounts, which must be filed with the Register of Company Accounts no later than 31 July; no extension is granted, dormant companies included.
• Corporate tax return by the end of May, with advance tax payments on 15 February and 15 April.
• Shareholder register statement (RF-1086) to the Tax Administration by 31 January, through an end-user system such as accounting software.
• An audit, unless the general meeting waives it, which is possible below NOK 7 million of operating revenue and NOK 27 million of balance sheet total, with an average of 10 man-years or fewer.

Banking a Norwegian Company

A Norwegian bank is not essential at the start: a bank elsewhere in the EEA, a lawyer, a state-authorised accountant or an auditor may confirm a cash contribution, though a confirmation from a bank outside Norway moves the whole filing to paper. Day-to-day banking leans on BankID, issued when a person visits a bank with a passport, and on D-numbers, which turn inactive five years after issue. At least one large bank lets a new company’s account receive only the share capital until it has finished its due diligence, and asks a company with new owners for an updated share register, the signed purchase agreement and a new firmaattest. Deposits are covered up to NOK 2 million per depositor per bank, with an AS covered separately from its owner. More is on our guide to Norwegian business bank accounts.

Forming a New AS or Buying a Ready-Made One

• A new AS fits when everyone on the board holds a Norwegian identity number and electronic ID and someone will confirm the capital; the register must process an electronic filing within ten working days. See how to register an AS.
• A ready-made AS, a hylleselskap, fits when founders abroad cannot arrange the capital confirmation, when a tender or contract calls for an organisation number at once, or when an earlier founding date matters to a counterparty. See ready made companies in Norway.
• Neither route escapes the board residence test, D-number applications, beneficial owner registration or bank due diligence, and the board change on a ready-made company is a filing of its own.

Our Work on Norwegian Companies

We can supply a ready-made AS or form a new one, draft the founding documents, minutes and register notifications, including any D-number applications, help put the bank application together and, if we have a working contact at a suitable bank, introduce the company to it, with the bank deciding alone. Our guide to shelf companies with bank accounts explains what happens to an existing account when a company changes hands.

Frequently Asked Questions about Norwegian Companies

What is an AS company in Norway?

AS stands for aksjeselskap, the Norwegian private limited company, and the company’s name must end with AS or aksjeselskap. It is a legal person entered in the Register of Business Enterprises, owned by one or more shareholders liable only up to their contribution, with a minimum capital of NOK 30,000. Its board may consist of a single member, who is then the chair, and a general manager is optional.

When must a foreign company register a Norwegian branch (NUF)?

Once it carries on business in Norway or on its continental shelf. The register regards a turnover of at least NOK 50,000 in a twelve-month period, from activity lasting over 90 days, as doing business. Investing capital, holding shares in Norwegian companies or wanting an organisation number to open a bank account is not enough. The branch is registered on the register’s paper form and trades under the foreign company’s name with NUF added.

How are dividends from a Norwegian AS taxed when paid abroad?

Norway withholds 25% on dividends to foreign shareholders under its own law. A corporate shareholder resident in the EEA and genuinely established there falls under the participation exemption and receives dividends without withholding; since Norway is outside the EU, this domestic rule rather than the Parent-Subsidiary Directive does the work. Other shareholders look to Norway’s treaty network, about 85 treaties including the Nordic multilateral convention, for a lower rate.

Is the Norwegian register of beneficial owners public?

No. Brønnøysundregistrene keeps it, but the general public cannot search it. Entities with duties under the Money Laundering Act, the media, certain organisations fighting the misuse of company structures and higher education institutions receive data by machine interface; only public authorities search the whole register. Every AS files its beneficial owners in Altinn within 14 days of registration or of a change, and late filing brings daily coercive fines.

Does a dormant Norwegian AS still have to file?

Yes. The annual accounts are due every year without extension, also when the company has not traded, and the board remains responsible even if an accountant files them. The tax return falls due at the end of May and the shareholder register statement on 31 January, so an unused company needs its calendar kept from the first year.