Hvad gik der galt med iværksætterselskabet

Abstract

The Purpose of this thesis is to study the Danish entrepreneurial limited company introduced with effect from the 1 January 2014 and abolished again on February 28, 2019. All entrepreneurial limited companies therefore have had to be converted as limited liability companies (ApS), within a two years period in order not to be sent for forced dissolution. Entrepreneurial Company will be compared with the UK, Germany and Luxembourg, which all have a similar low-capital company to the Danish entrepreneurial limited company. The comparative study intends to examine the reasons why it could not work in Denmark, when similar European countries have been successful in their low-capital company for many years. In order to examine this, it is important to understand the background to the introduction of the entrepreneurial limited company back in the 2014. In addition, freedom of establishment in the EU will be analysed, as well as three of the key judgements, which have helped to strengthen the freedom of establishment, namely the judgements in Centros, Überseering and Inspire Art. After the comparative analysis, the thesis seeks to analyse Bill L152, which was the bill for the introduction of the entrepreneurial company. The analysis will also examine the policy processes in the preparatory work for the bill. Subsequently, the Danish Business Authorities analysis from 2018 will be included, as this report has played a crucial role in the political decision process that led to the elimination of the entrepreneurial company. This analysis is involved in order to conclude whether the entrepreneurial company, has performed worse than the other Danish business types. The company legislation in UK, Germany, Luxembourg and Denmark is then analysed, in order to subsequently be able to compare similarities and differences. This analysis intends to examine whether the Danish entrepreneurial company has underperformed, and at the same time look at what other countries have done differently. Finally, it will be analysed whether it would have been possible to develop the entrepreneurial limited company instead of winding it up. There will be compared with Luxembourg and Belgium, which has had a somewhat tighter legislation to their low-capital companies. This will be followed by the future of the low-capital company in Denmark, with the current bill amending Danish company law.

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A master thesis from Aalborg University

Hvad gik der galt med iværksætterselskabet

[What Happened to the Entrepreneurial Limited Company]