������Ƶ

Model Articles of Association are standardized templates that Danish companies can use as their founding rulebook. They outline how a company should run, covering everything from shareholder rights to board meetings. The Danish Business Authority (Erhvervsstyrelsen) provides these ready-made templates to make it easier for new businesses to get started.

Companies can either adopt these model articles as-is or customize them to fit their needs, as long as they stay within Danish law. They're especially helpful for small and medium-sized businesses that want a reliable legal foundation without the expense of drafting completely custom articles. Most Danish startups begin with these model articles and adjust them as they grow.

Model Articles of Association make the most sense when you're registering a new company in Denmark or restructuring an existing one. They're particularly valuable for entrepreneurs and small business owners who need a solid legal foundation without spending heavily on custom legal work. The Danish Business Authority's templates cover all essential governance requirements.

These model articles become especially useful during time-sensitive situations like company formation deadlines or when seeking investment. They provide instant credibility with banks, investors, and business partners since they follow approved Danish legal standards. Many startups use them as a starting point, then modify specific sections as their business needs evolve.

• Basic Model Articles: The standard template from the Danish Business Authority, ideal for simple private limited companies (ApS) with straightforward ownership structures
• Expanded Governance Articles: Enhanced versions with detailed management rules, perfect for larger companies or those planning significant growth
• Startup-Focused Articles: Modified templates with specific provisions for investment rounds, share classes, and founder agreements
• Professional Services Articles: Adapted versions for law firms, consulting companies, and other professional service providers with specific partnership structures
• Holding Company Articles: Specialized templates for parent companies and investment vehicles with additional provisions for subsidiary management

• Company Founders: Primary users who adopt Model Articles of Association when registering their business with the Danish Business Authority
• Corporate Lawyers: Review and modify the templates to ensure compliance and adapt them to specific business needs
• Board Members: Must understand and follow these articles as they govern their duties and decision-making powers
• Shareholders: Their rights, voting procedures, and relationships with the company are defined by these articles
• Company Secretary: Ensures day-to-day compliance with the articles and maintains corporate records
• Danish Business Authority: Reviews and approves the articles during company registration and major amendments

• Basic Company Details: Gather company name, business purpose, registered address, and planned share capital structure
• Ownership Structure: Decide on share classes, voting rights, and transfer restrictions for shareholders
• Management Setup: Define board composition, meeting procedures, and decision-making processes
• Template Selection: Choose the appropriate Danish Business Authority template that best matches your company type
• Customization Points: Identify which sections need modification to suit your specific business needs
• Internal Review: Have all founders and key stakeholders review and agree on the proposed articles
• Digital Submission: Prepare for online filing through the Danish Business Authority's portal

• Company Name & Purpose: Full legal name, business objectives, and primary activities
• Share Capital: Total amount, share classes, nominal value, and payment terms
• General Meetings: Rules for convening, voting procedures, and shareholder rights
• Board Structure: Composition, appointment process, and decision-making powers
• Share Transfer Rules: Procedures for selling shares and pre-emptive rights
• Financial Year: Specification of accounting period and annual reporting
• Amendment Process: Rules for changing the articles and required majorities
• Dissolution Terms: Procedures for winding up the company and asset distribution

Model Articles of Association differ significantly from the Memorandum of Association in Danish corporate law, though they work together to establish a company's legal framework. While both documents are foundational, they serve distinct purposes and contain different information.

• Purpose and Scope: Model Articles focus on internal governance rules and operational procedures, while the Memorandum defines the company's existence and relationship with external parties
• Content Coverage: Articles detail shareholder rights, board procedures, and daily operations. The Memorandum states basic company information like name, location, and business objectives
• Modification Process: Articles can be amended through shareholder resolutions, whereas the Memorandum typically requires more formal procedures and authority approval
• Legal Standing: Articles govern ongoing operations and can evolve with the company. The Memorandum remains relatively static as the company's founding charter