The Commercial Code in Norway provides that at registration, as well as during its functioning, a Norwegian company must have one or more shareholders. The main role of the shareholder is to invest in the strategy and business plan of a company, in exchange of which he/she is entitled to receive shares from the companies’ profits. Moreover, since the shareholders are so important for the existence of the company, they are also granted voting rights, thus contributing to the direction in which the investment funds are directed.
Our specialists in company formation in Norway can give you more details concerning the rights and obligations of shareholders in a Norwegian company.
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Norwegian shareholders’ rights
Apart from the rights of the shareholders stipulated in the Norwegian Company Act, each enterprise may sign an internal shareholder agreement in order to establish other rights to the members. These internal provisions can be found in the Memorandum or in the Articles of Association.
The main right of a shareholder in a Norwegian company is to have access to key information concerning the status of the company. Shareholders can verify the financial statements not only from the mother company but also from the subsidiaries. The payment of dividends is one method through which the profits of the company can be distributed among the shareholders.
Key aspects concerning the general direction of the company as well as the financial situation are discussed in the annual meeting of the shareholders. You can rely on one of our experts in company registration in Norway to point you to those relevant aspects of the legislation which deals with the shareholders rights in this country. Being registered for VAT in Norway entails receiving a special number that must be imprinted on all invoices generated by the business. It can also be used to register in the EORI system, which is linked to activities involving import and export. If you require assistance getting any of these, you can rely on our officers for VAT registration in Norway.
Shareholders’ duties in Norway
If you invest in Norway and you become a shareholder in a Norwegian company, you must be aware of the fact that if you reach a certain amount in shares of the company you need to notify the Oslo Børs (Oslo Stock Exchange). These thresholds are called disclosure thresholds. When a shareholder exceeds or falls below 5%, 10%, 15%, 20%, 25%, 1/3, 50%, 2/3 or 90% of the share capital he must notify by email the Stock Exchange who publishes the notice.
The primary insiders, or the shareholders with board responsibilities in a Norwegian company, have additional duties, no matter what proportion of shares they own. These shareholders are usually people from the management and the directors.
In order to protect minority shareholders from oppressive measures and misuses of the main shareholders, the Norwegian legislation allows for corporate investigation services. These can be provided by a local company formation expert, thus allowing the minority shareholders to access specific information on the company.
Feel free to contact one of our experts in company registration in Norway, in order to provide you with more information concerning the protection of minority shareholders in this country.