Company Filing Requirements in DenmarkLegal requirement to file annual accountsEvery financial year A/S and ApS companies must present an annual report in accordance with the Danish Financial Statements Act (see below). The audited annual report must be filed with the DCCA. The annual report is open for public inspection and unless otherwise provided by law, the annual report must contain:
The management is responsible for preparing the annual report. Any company which is under an obligation to prepare an annual report must have the report audited by one or more independent auditors. The audit shall not comprise supplementary reports forming part of the annual report. Danish company registration and licensing proceduresThe creation of an ApS or a A/S requires several formalities: The articles of incorporation include a constitution charter, drawn up and signed by the founders. Names and addresses of founders, members of the Board of Directors have to be specified. Danish financial statements act (FS Act) On 1 January 2002 the FS Act came into effect. In respect of recognition and measurement, the FS Act can be seen as an alignment towards international accounting standards, however does not introduce International Financial Reporting Standards (IFRS/IAS) for non-listed companies. The provisions governing the preparation of the annual report, are divided into reporting classes A, B, C and D, of which classes B and C are the typical classes for Danish holding companies. Small Class B companies Defined as those not exceeding two of the following limits at the balance sheet date in two consecutive financial years:
Medium-sized and large Class C companies Defined as companies that are not small companies (Class B) and are not listed companies. Consolidation The general rule in the FS Act is that a parent company is required to prepare a consolidated annual report. Two exceptions apply for holding companies: Small groups A Danish parent company may omit to present a consolidated annual report if the reporting company can be considered a small group (under the above definitions of a small company) and, between them, do not exceed two of the above-mentioned limits at the balance sheet date. The balance sheet total and revenue are calculated as the sum of all of the consolidated companies’ balance sheet totals and revenue, respectively. The majority of holding companies however do not qualify for this exception due to the size of activities in their subsidiaries. Intermediate holding company If certain conditions are met, a Danish holding company may as a parent company omit to present a consolidated annual report if it is itself a subsidiary of a higher-ranking parent company. One of the conditions is that the higher-ranking parent prepares a consolidated annual report in accordance with Council Directive 1983/349/EEC as amended or in accordance with rules at least equal to the rules governing consolidated annual reports laid down in the said Directive5 and such consolidated annual report is audited by persons who are authorised to do so in accordance with the national legislation applicable to the higher-ranking parent. Types of companies registered in Denmark
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