No Company Formation

---
name: no-company-formation
description: "Company formation and entity choice in Norway for 2026. Covers the private limited company (aksjeselskap, AS) with minimum share capital of NOK 30,000, the public limited company (ASA) with NOK 1,000,000, the sole proprietorship (enkeltpersonforetak, ENK), partnerships and the Norwegian-registered foreign business (NUF); the memorandum of association, paying in and confirming share capital, the three-month registration deadline and the Brønnøysund fees (NOK 6,825 digital for an AS); the residence rule for the general manager and board; tax residence of companies from 2026; VAT registration above NOK 50,000; the annual general meeting, annual accounts by 31 July and the late filing penalty; the audit exemption thresholds; and the company tax return by 31 May. Trigger phrases: start a company in Norway, stifte AS, aksjekapital, Foretaksregisteret, Samordnet registermelding, NUF registration, revisjonsplikt, årsregnskap frist. Out of scope: no-corporate-income-tax, no-income-tax, no-emplo"
license: "AGPL-3.0-or-later (code) / OpenAccountants Guide License v1.0 (content)"
metadata:
  source: openaccountants
  openaccountants_url: "https://www.openaccountants.com/skills/no-company-formation"
  jurisdiction: "NO"
  tax_year: "2026"
  last_updated: "2026-10-30"
---

# Norway Company Formation & Entity Choice

## Entity types, incorporation and annual compliance

- **Overview**: the most common vehicle for business in Norway is the private limited company (aksjeselskap, AS). Companies register with the Brønnøysund Register Centre (Brønnøysundregistrene) in the Register of Business Enterprises (Foretaksregisteret) and the Central Coordinating Register for Legal Entities (Enhetsregisteret). The figures below are for 2026.
- **Private limited company (Aksjeselskap, AS)**: limited liability; minimum share capital NOK 30,000, divided into one or more shares of equal amount _(Aksjeloven § 3-1)_. An AS is a taxpayer in its own right _(Skatteloven § 2-2 first paragraph letter a)_
- **Public limited company (Allmennaksjeselskap, ASA)**: minimum share capital NOK 1,000,000 _(Allmennaksjeloven § 3-1)_
- **Sole proprietorship (Enkeltpersonforetak, ENK)**: not one of the companies that are taxpayers in their own right _(Skatteloven § 2-2 first paragraph)_; the owner files a personal return, due by the end of May, and is taxed on the business income _(Skatteforvaltningsforskriften § 8-2-3 first paragraph letter a)_. See [no-income-tax](no-income-tax.md). The owner has full personal liability for the business's debts and obligations _(Brønnøysundregistrene, Enkeltpersonforetak)_. Since 1 July 2024 a Norwegian ENK has a right, not a duty, to register in the Register of Business Enterprises _(Foretaksregisterloven § 2-2, as amended by lov 12 April 2024 nr. 17)_; it must register there if it works as a state-authorised accountant or auditor _(Brønnøysundregistrene, Registreringsplikt i Foretaksregisteret)_. Registration in the Central Coordinating Register only costs NOK 2,181 digitally and NOK 2,746 on paper; registration in both registers costs NOK 3,883 digitally and NOK 4,398 on paper _(Brønnøysundregistrene, Fees for registration 2026)_
- **Partnerships (ANS, DA, KS)**: not taxpayers in their own right; each partner is taxed on its share _(Skatteloven § 2-2 second and third paragraphs)_. In an ANS or DA the partners have unlimited personal liability for the partnership's obligations, in an ANS jointly and in a DA each for a share _(Selskapsloven § 1-2 first paragraph letter b)_. A creditor must first claim against the partnership and can go to the partners if not paid within 14 days of the demand _(Selskapsloven § 2-4 second paragraph)_. A KS has at least one partner with unlimited liability and at least one whose liability is limited to a fixed sum _(Selskapsloven § 1-2 first paragraph letter e)_. General partnerships (ANS, DA) pay NOK 3,883 digitally and NOK 4,398 on paper to register; a KS is in the limited-liability band and pays NOK 6,825 digitally and NOK 7,912 on paper _(Brønnøysundregistrene, Fees for registration 2026)_
- **Norwegian-registered foreign enterprise (NUF)**: a foreign enterprise that carries on business in Norway or on the Norwegian continental shelf must register in the Register of Business Enterprises _(Foretaksregisterloven § 2-1, last sentence)_. The foreign enterprise itself is responsible for the business in Norway _(Brønnøysundregistrene, Norskregistrert utenlandsk foretak (NUF))_. A NUF can be registered only on the paper form. Registration in both registers costs NOK 4,398 on paper _(Brønnøysundregistrene, Fees for registration 2026)_.
- **Minimum share capital, AS, paid before registration**: NOK 30,000 _(Aksjeloven § 3-1)_. The share contributions must be paid in full before the company is reported to the register. A cash contribution can be confirmed by an auditor, a financial institution in Norway or another EEA state, a lawyer or a state-authorised accountant; a contribution in kind needs an auditor _(Aksjeloven § 2-18 second paragraph)_. The board members and the person who confirmed are jointly liable for any shortfall _(Aksjeloven § 2-19)_
- **Residence of general manager and board**: the general manager and at least half of the board members must live in an EEA state, the United Kingdom or Switzerland. The ministry can grant an exemption _(Aksjeloven § 6-11 first paragraph)_
- **Registration authority**: Brønnøysundregistrene, through the Coordinated register notification (Samordnet registermelding) in Altinn, or through one of six digital company formation providers that work with Brreg _(Brønnøysundregistrene, Register a limited company)_
- **Registration fee, AS**: NOK 6,825 if filed digitally, NOK 7,912 on paper _(Brønnøysundregistrene, Fees for registration 2026, last updated 4 August 2026)_. Most later changes are free; some, such as a reduction of share capital or a change of name, cost NOK 1,276 digitally and NOK 2,509 on paper _(same page)_
- **Registration deadline**: the AS must be reported to the Register of Business Enterprises within three months after the memorandum of association is signed. If it is not, it cannot be registered and the memorandum no longer binds the founders _(Aksjeloven § 2-18 first and third paragraphs)_
- **Incorporation timeline**: on 30 October 2026 Brreg was processing initial AS registrations received on 20 October 2026; Brreg says the queue varies by category and over time _(Brønnøysundregistrene, When will my case be processed?)_
- **Core incorporation steps**: the founders sign a memorandum of association (stiftelsesdokument) that contains the articles of association _(Aksjeloven § 2-1 first paragraph)_. The memorandum states the founders, the shares each subscribes for, the price per share and when it is paid _(Aksjeloven § 2-3)_. It can be made on paper or through an electronic formation service approved by the registrar _(§ 2-1 first paragraph)_. The share capital is paid in and confirmed, and the board, any deputy, the general manager, auditor and accountant sign the registration form to accept their roles _(Brønnøysundregistrene, Register a limited company)_
- **Tax residence of the company**: from 2026 a company incorporated under Norwegian company law is resident in Norway and taxed on worldwide income, as is a foreign company with its effective management in Norway, unless a treaty makes it resident elsewhere _(Skatteloven § 2-2 sixth to eighth paragraphs)_. See [no-corporate-income-tax](no-corporate-income-tax.md)
- **VAT registration**: required once taxable sales and withdrawals exceed NOK 50,000 in a 12-month period _(Merverdiavgiftsloven § 2-1 first paragraph)_. See [norway-mva](norway-mva.md)
- **Annual general meeting**: within six months after the end of each financial year; it approves the annual accounts and any dividend _(Aksjeloven § 5-5)_
- **Annual accounts filing**: the annual accounts, directors' report and audit report are sent to the Register of Company Accounts (Regnskapsregisteret) no later than one month after the accounts are approved _(Regnskapsloven § 8-2 first paragraph)_. To avoid a late filing penalty they must be in by 31 July; Brreg cannot extend this deadline. The same date applies to the register of beneficial owners _(Brønnøysundregistrene, Remember the deadline 31 July)_
- **Late filing penalty**: NOK 1,345 a week for the first 8 weeks, NOK 2,690 a week for the next 10 weeks and NOK 4,035 a week for the last 8 weeks; a started week counts as a whole week, and it runs for at most 26 weeks (so at most NOK 69,940). It is based on the court fee of NOK 1,345 _(Brønnøysundregistrene, How much is the late filing penalty)_
- **Statutory audit exemption, small AS**: the general meeting can decide that the accounts need not be audited if operating income is under NOK 7 million, the balance sheet total is under NOK 27 million, and the average number of employees does not exceed ten full-time equivalents _(Aksjeloven § 7-6 first paragraph; forskrift 3 January 2018 nr. 7 § 1)_. A new company can opt out at formation if it has no more than ten employees and the share contributions are under NOK 27 million _(Aksjeloven § 7-6 second and fifth paragraphs; forskrift § 2)_. If an annual account shows operating income, balance sheet total or employees above a threshold, the next year's accounts must be audited _(§ 7-6 third paragraph)_. A parent company tests the thresholds for the group as a whole _(§ 7-6 first paragraph)_. The decision only takes effect once registered with the Register of Business Enterprises _(§ 7-6 sixth paragraph)_
- **Annual corporate tax return**: the company tax return (skattemelding for formues- og inntektsskatt) is due by the end of May in the year after the income year, so 31 May 2027 for 2026 _(Skatteforvaltningsforskriften § 8-2-3 first paragraph letter a)_. Businesses must file it electronically _(Skatteforvaltningsforskriften § 8-1-2 second paragraph letter a)_. Owners of sole proprietorships have the same end-of-May deadline _(same)_

## Sources

| Source | URL | Read on |
|---|---|---|
| Aksjeloven (lov 1997-06-13-44) §§ 2-1, 2-3, 2-18, 2-19, 3-1, 5-5, 6-11, 7-6 | https://lovdata.no/lov/1997-06-13-44/§3-1 | 2026-10-30 |
| Allmennaksjeloven (lov 1997-06-13-45) § 3-1 | https://lovdata.no/lov/1997-06-13-45/§3-1 | 2026-10-30 |
| Forskrift om terskelverdier for beslutning om å unnlate revisjon (FOR-2018-01-03-7, as amended from 1 May 2023) §§ 1, 2 | https://lovdata.no/dokument/SF/forskrift/2018-01-03-7 | 2026-10-30 |
| Foretaksregisterloven (lov 1985-06-21-78) §§ 2-1, 2-2 | https://lovdata.no/lov/1985-06-21-78/§2-2 | 2026-10-30 |
| Selskapsloven (lov 1985-06-21-83) §§ 1-2, 2-4 | https://lovdata.no/lov/1985-06-21-83/§2-4 | 2026-10-30 |
| Regnskapsloven (lov 1998-07-17-56) § 8-2 | https://lovdata.no/lov/1998-07-17-56/§8-2 | 2026-10-30 |
| Skatteloven (lov 1999-03-26-14) § 2-2 | https://lovdata.no/lov/1999-03-26-14/§2-2 | 2026-10-30 |
| Skatteforvaltningsforskriften §§ 8-1-2, 8-2-3 | https://lovdata.no/forskrift/2016-11-23-1360/§8-2-3 | 2026-10-30 |
| Merverdiavgiftsloven § 2-1 | https://lovdata.no/lov/2009-06-19-58/§2-1 | 2026-10-30 |
| Brønnøysundregistrene, Fees for registration (2026) | https://www.brreg.no/en/how-can-we-help-you/fees-for-registration/ | 2026-10-30 |
| Brønnøysundregistrene, Enkeltpersonforetak | https://www.brreg.no/enkeltpersonforetak/ | 2026-10-30 |
| Brønnøysundregistrene, Registreringsplikt i Foretaksregisteret (ENK, last updated 30 January 2026) | https://www.brreg.no/enkeltpersonforetak/registreringsplikt-i-foretaksregisteret/ | 2026-10-30 |
| Brønnøysundregistrene, Norskregistrert utenlandsk foretak (NUF) (last updated 23 March 2026) | https://www.brreg.no/andre-organisasjonsformer/norskregistrert-utenlandsk-foretak-nuf/ | 2026-10-30 |
| Brønnøysundregistrene, Register a limited company | https://www.brreg.no/en/limited-company/register-a-limited-company/ | 2026-10-30 |
| Brønnøysundregistrene, When will my case be processed? | https://www.brreg.no/en/how-can-we-help-you/when-will-my-case-be-processed/ | 2026-10-30 |
| Brønnøysundregistrene, Remember the deadline 31 July | https://www.brreg.no/en/other-topics/remember-the-deadline-31-july/ | 2026-10-30 |
| Brønnøysundregistrene, How much is the late filing penalty | https://www.brreg.no/en/submission-of-annual-accounts/late-filing-penalty/how-much-is-the-late-filing-penalty/ | 2026-10-30 |

Not yet confirmed: that an ENK has no minimum capital (stated in the older version of this skill without a source); whether a NUF needs any capital in Norway (the older version said it does not, without a source); the AS processing time of one to two weeks given in the older version.

## Today's figures and who stands behind this skill

This file is an AI skill (tax rules your AI follows) from OpenAccountants, copied on 2026-10-30. Rates, thresholds and deadlines change. For the current version of this skill, its official sources and the named accountant (if any) who stands behind it, call `get_skill` with slug `no-company-formation` on the OpenAccountants connector (https://www.openaccountants.com/connect), or read https://www.openaccountants.com/skills/no-company-formation. If neither is available, confirm every figure against the official source pages cited above before relying on it.