Starting a business and start-up companies
When forming a company, you need to make a number of decisions relating to company law in order to register the company. These decisions may have an impact on the future operation of the company. Thus, we recommend that you seek legal advice if you are considering forming a company. NJORD’s lawyers provide legal advice all the way through the start-up phase and ensure that you and your start-up company have a successful start.
NJORD Law Firm’s attorneys have vast experience in providing advice relating to company law. We advise on all aspects of starting a business, including choice of corporate form, drawing up of memorandum of association and articles of association, registration of the company, requirements for base capital, etc.
Whether it is a question of starting a business, a start-up company, the establishment of a subsidiary company, a holding company or something quite different, we can ensure that you make a strong start with the formation of your company and that the result matches your requirements and wishes.
Perhaps the most important choice to be made when starting a business is the choice of corporate form. Your choice may, for example, have an impact on how you can be held financially responsible and requirements for the management structure and capital contributions, but may also influence a number of accounting and tax requirements.
Generally, a distinction is made between partnerships and limited liability companies. These can be subdivided into companies with limited liability and businesses with personal liability.
Corporate forms with limited liability, limited liability companies:
- Entrepreneur company (‘IVS’)
- Private limited company (‘ApS’)
- Limited liability company (‘A/S’)
Corporate forms without limited liability, partnerships:
- Sole proprietorship
- Partnership (‘I/S’)
- Jointly owned shipping company
- Limited partnership (‘K/S’)
- Limited liability partnership (‘P/S’)
If you are in doubt as to which corporate form that suits you and your company, NJORD’s lawyers can assist you in deciding on the corporate form that best suits your start-up company.
If several business owners want to form a company, it may be necessary to regulate the internal ownership and management structure. This is done by a shareholders’ agreement in writing. A shareholders’ agreement creates peace and predictability between the owners if a dispute should arise.
A shareholders’ agreement outlines the owners’ internal affairs in the company and the relationship between the owners. A shareholders’ agreement may comprise, for example, a business plan, the financing of the company, intellectual property rights, the participants’ economic and personal obligations and rights, non-competition clauses, customers and confidentiality, and how to settle internal disputes. NJORD Law Firm has extensive experience in the drawing up of shareholders’ agreements and can help you customizing a shareholders’ agreement that both suits your company and complies with the requirements of the Danish Companies Act.
Sometimes, it may subsequently be advantageous to convert the corporate form. Different rules apply, depending on the corporate form in question. Thus, NJORD Law Firm recommends that you seek legal advice if you want to change the corporate form, including company structure. For example, in connection with the establishment abroad or business transfer, including succession and purchase and sale of a business.
At NJORD Law Firm, you can also receive advice on how to protect your trademarks, company name(s), patents, designs and copyright. We also provide assistance concerning the Danish Marketing Practices Act, including trade secrets, and the Danish Data Protection Act.
We also advise on, among other things:
NJORD Law Firm has a track record in domestic and cross-border M&A and has seen a recent uptick in private equity and venture capital investment work. Spearheaded by Jens Christian Dreyer, the group also receives equity fundraising, corporate restructuring and shareholder instructions; it has particular experience in drafting shareholder agreements for its cross-sector client roster.
Great and competent team. They prioritise getting to know the client in order to get a full understanding of the company needs and provide the best legal advice. NJORD had advised us on different legal aspects of our business, always with great professionalism and competence in a way that fully met our needs.
NJORD Law Firm provides ‘a high level of expertise’ paired with ‘valuable advice’ and ‘excellent and professional service level’. Lars Lokdam and René Lykke Wethelund are key contacts for M&A work; Lokdam advised Philips on its sale of Philips BioCell through a management buy-out, and Wethelund assisted Enghouse Systems with its purchase of shares in SimaTech. Jens Christian Dreyer leads the team and is ‘very reliable’ and accessible 24/7’
With six offices spanning the Nordic region, NJORD Law Firm serves a roster of domestic and international clients, with its recent area of focus being private equity and venture capital investments. Practice head René Lykke Wethelund uses his ‘sharp mind‘ to represent international stakeholders in foreign liaison matters. ‘Outstanding M&A lawyer‘ Jens Christian Dreyer advises investors and growth businesses on real estate M&A, capital raisings and the negotiation of the related agreements.
NJORD Law Firm is home to a varied practice which regularly represents large brand names, such as Coca-Cola, Louis Vuitton and L’Oréal. Thomas Ryhl and Jeppe Brogaard Clausen jointly head up the practice from Copenhagen, alongside Tom Jensen, who leads the team from Silkeborg. Rhyl has over 27 years’ experience and specialist knowledge in litigating cases concerning competition, procurement, and pharmaceuticals law, while Clausen often represents brand owners in cases concerning counterfeits and passing off issues. Ulla Fabricius often appears before the Maritime and Commercial High Court and the Supreme Court and is an expert in transport and shipping matters. Robert Mikelsons has ample experience in international tax, VAT and indirect tax litigation, and Rasmus Paus Torp joined the team from Bech-Bruun in 2021 and specialises in insurance, product and professional liability litigation.