What is the Companies Act? Key Rules for AS Companies

The Norwegian Companies Act (Aksjeloven) is the main law for Norwegian limited liability companies (AS). It regulates, among other things, establishment, capital, shares, the general meeting, the board of directors, daily management, distributions, and winding up.

Why is the law important?

An AS is a separate legal entity, and the owners' liability is normally limited to the capital invested. In return, the law sets requirements for organisation, documentation, and financial prudence. The rules protect the company, shareholders, creditors, and other affected parties.

Key areas

• Formation, share capital, and registration.
• Shareholders' rights and share classes.
• The authority of the general meeting and majority requirements.
• Duties of the board of directors and the CEO.
• Sound equity and liquidity.
• Dividends, capital changes, mergers, and winding up.

The articles of association can supplement the law but cannot always deviate from it. Shareholder agreements regulate the relationship between the parties to the agreement but do not replace company law requirements.

What should a business partner check?

Check registered roles, signature authority, capital, articles of association, and relevant announcements. Breaches of internal rules do not necessarily invalidate an agreement towards third parties, but power of attorney and decision-making authority must be assessed specifically.

The Companies Act in Proffi

Proffi should explain registry data in plain language and link to the current legal text. The service must distinguish factual registry information from legal assessments. Automatic alerts can indicate possible discrepancies but should not conclude with legal violations.