Announcements from the Register of Business Enterprises
Last updated: 28 October 2021.
The Register of Business Enterprises registers information on Norwegian and foreign enterprises subject to register and entitled to register in Norway. The register makes public announcements of the registration of new enterprises, important changes, dissolution and striking off the register. The announcements are normally posted on the internet almost immediately after the information has been entered into the Register of Business Enterprises.
New registration of enterprises
Announcement of new registrations always include information about the enterprise’s name, type of organisation, organisation number, objective and business address. If the enterprise has a board and/or a general manager, the announcement also includes information about the names of these. For sole proprietorships, the announcement includes the name of the owner of the enterprise. For general and limited partnerships, the announcement contains the name of liable partners and the general partner, respectively.
Closure of enterprises
Announcements of striking off always include information about the name of the enterprise, type of organisation, organisation number and business address.
The striking-off procedure varies according to the organisation form of the enterprises. In some cases so-called dissolution must be reported to the Register of Business Enterprises prior to being struck off the register of enterprises. On the basis of the notification of dissolution the Register of Business Enterprises announces the notification to creditors.
Information in the notification to creditors – creditor deadline
Some changes in registered enterprises are considered so important that they may not be carried out without prior notification to creditors about the enterprise. Therefore, the Partnerships Act may include provisions for issuing a notification to creditors.
Changes in registered enterprises
An announcement on changes includes information about the name of the enterprise, type of organisation, organisation number, business address and information on the change that has been made.
In addition to the new registration of enterprises, striking off of enterprises and creditor notifications, most other changes in registered information on an enterprise are also announced. A list of these announcements is provided below.
When using this list, it is important to bear in mind the following:
- Not all changes in all registered enterprises are announced
- When the list refers to exceptions, where information is not announced for some types of organisation, this means that the information cannot be registered, and therefore cannot be announced, for this type of organisation.
Not all information has to be registered for everyone who belongs to a particular type of organisation. For some types of organisation it is optional to register some information, or the obligation to register information may depend on matters that do not relate to the type of organisation. (For example, the auditing obligation for a number of types of organisation depends on variable factors.) Announcements of changes in such cases depend on whether the information that is not under the registration obligation has been registered for the enterprise in question.
| Event | Type of organisation |
|---|---|
| New registration | All enterprises registered in the Register of Business Enterprises regardless of type of organisation |
| Change of business name | All enterprises registered in the Register of Business Enterprises regardless of type of organisation |
| Change of business address | All enterprises registered in the Register of Business Enterprises regardless of type of organisation |
| Change of objective/activity/industry | All enterprises registered in the Register of Business Enterprises regardless of type of organisation |
| Change of date of articles of association | All enterprises registered in the Register of Business Enteprises, with the exception of sole proprietorship and Norwegian-registered foreign businesses |
| Change of general manager/managing ship-owner/business manager | All enterprises registered in the Register of Business Enteprises, with the exception of condominium flat owner |
| Change of board | All enterprises registered in the Register of Business Enteprises, with the exception of sole proprietorships |
| Change of auditor | All enterprises registered in the Register of Business Enteprises, with the exception of Norwegian-registered foreign businesses and European Economic Enterprise Groups |
| Audit of annual accounts (the company's annual accounts should not be audited) | Limited companies |
| Change of signature provision | All enterprises registered in the Register of Business Enteprises, with the exception of sole proprietorships |
| Change of capital | Limited companies, public limited companies, European companies, limited partnerships and public corporations |
| Formation plan for the establishment of a European company | European companies |
| Terms are met for the formation of a European company | European companies |
| Conversion plan for conversion of organisation form | European companies and public limited companies |
| Relocation plan to transfer the company to another EEA/EU country | European companies |
| Demerger plan | All enterprises that are obliged to submit the demerger plan to the Register of Business Enterprises |
| Merger plan | All enterprises that are obliged to submit the merger plan to the Register of Business Enterprises |
| Mandatory notifiable agreement, agreements with shareholders or members of the company's management, etc. | Limited companies, public limited companies and European companies |
| Statement about financial contribution for the acquisition of shares | Limited companies, public limited companies |
| Decision to take out convertible loan | Limited companies, public limited companies and European companies |
| Decision to issue subscription-right shares/subscription-right primary capital certificates | Public limited companies, European companies and savings banks and mutual insurance companies |
| Decision to issue independent subscription rights | Public limited companies, European companies and savings banks and mutual insurance companies |
| Authorising the board to increase capital | Public limited companies, European companies and savings banks and mutual insurance companies |
| Authorising the board to take out convertible loan | Public limited companies, European companies and European companies |
| Authorising the board to acquire own shares | Public limited companies, European companies and European companies |
| Authorising the board to allocate mortgage created by agreement in own shares | Limited companies, public limited companies and European companies |
| Authorisation to distribute dividend | Limited companies, public limited companies and European companies |
| Implementation of demerger | All enterprises that can be demerged |
| Implementation of merger | All enterprises that can be merged |
| Ruling regarding invalid merger or demerger | Limited companies, public limited companies and European companies |
| Delayed settlement of claim for capital share contributions | Limited companies, public limited companies and European companies |
| Transition from using share register to registration of shareholders in the Norwegian Securities Depository (VPS), and vice versa | Limited companies |
| Compulsory transfer of shares in subsidiary | Limited companies, public limited companies and European companies |
| Change of owner | Sole proprietorships |
| Change of liable partner | General partnerships, general partnershis with shared liability, jointly owned shipping companies and European economic enterprise groups |
| Information on liability restrictions pursuant to the Courts of Justice Act | General partnerships, general partnershis with shared liability |
| Change of general partner | Limited partnerships |
| Change of validity date | European economic enterprise groups |
| Notification prior to deletion of presumed terminated enterprise | All enterprises registered in the Register of Business Enterprises, regardless of type of organisation |
| Announcement before release of deposited amount upon closure of branch of insurance company | Norwegian registered foreign enterprise |
| Notification of compulsory liquidation due to the lack of a registered board | Limited companies, public limited companies and European companies |
| Notification of compulsory liquidation due to the lack of a general manager | Public limited companies and European companies |
| Notification of compulsory liquidation due to the lack of a registered auditor | Limited companies, public limited companies and European companies |
| Closure | All enterprises registered in the Register of Business Enterprises, regardless of type of organisation |
Announcements of registered prospectus
Pursuant to the Securities Trading Act, a prospectus must be prepared for an offer to subscribe to negotiable securities addressed to 150 people of more in the Norwegian securitites market, and which applies to an amount of at least EUR 1,000,000.00 calculated over a period of 12 Months. According to section 7-8 of the Act, the prospectus must be submitted to the Register of Business Enterprises for registration before the prospectus is published. Mainly, this will apply to prospectuses related to securitites that are not to be listed, and which apply to offers of less than EUR 8,000,000.00.
A prospectus must contain the information necessary for investors to be able to make a thorough assessment of the issuer’s financial position and prospects, as well as the rights associated with he securitites in question.
The announcement of registered prospectuses contains a brief description of the enterprise, or the securities to which the propsectus applies.