SMP

TAKE A SEAT

Norway

Typical legal form for start-ups

aksjeselskap (AS)

Brief information

Norwegian start-ups usually choose the form of the AS. It offers the advantages of an individual legal personality, limited shareholder liability and easy and inexpensive incorporation. The share capital amounts to NOK 30,000. The AS is the equivalent of the German GmbH.

A PE/VC Fund may, under certain conditions, supervise its investment through an observer seat. If, exceptionally, a Supervisory Board has been established, participation in this is also possible.

The AS is basically monistically organised. A Board of Directors manages the AS. There is no separate supervisory body. However, investors can be granted an observer seat status by contract. The observer may attend meetings of the Board of Directors but has no right to vote.
In addition, a two-tier structure is also possible in which a Supervisory Board monitors the Management Board. In practice, however, this structure is rare.

A PE/VC Fund may in principle accept an observer seat, whereby the contractual structure is decisive in the individual case. The observer may not exercise any influence on the management decisions.
If, exceptionally, a Supervisory Board has been established, participation in this is also possible.
PE/VC Funds may not participate in the Board of Directors.

Other legal form

Allmennaksjeselskap (ASA)

Brief information

The legal form of the ASA is unusual in the start-up sector. Conversion into an ASA is usually only carried out in preparation for an IPO.

The information in our toolbox provides managers of private equity or venture capital funds with an initial overview of certain framework conditions in the respective country. It does not provide advice on the law of any country, neither does it substitute such advice. Before taking over a board seat in a portfolio company, it is at all times necessary to seek expert advice. Our team is happy to assist you with all questions at any time.

In collaboration with: Selmer