Partnerselskab: Det bedste af to verdener?

Bettina Jørgensen & Lea Nielsen

Student thesis: Master thesis


In Denmark, there are many different options when choosing a corporate form, because the shareholders have to consider the tax treatment and the liable for the entire debts. This Master thesis is about the Danish corporate form Partnership. This subject has been chosen because this corporate form is being referred to as the better of two worlds. The two worlds are the Danish civil law and the Danish tax law. Despite the many references this corporate form is not much used in Denmark even though it was created in the late 18th century. This thesis will answer the question, what is a partnership and how the Danish civil law may be used in corporation with the Danish tax law. Therefore the overall questions this thesis will answer are if the corporate form partnership really is the better of two worlds? The partnership has a corporation of two shareholders, one general partner and one limited partner. The general partner is liable for the entire debts, while the limited partner is liable for the debts limited. The partnership is regulated by Danish law, which means that the partnership has to follow the law. Due to the legislation the capital owners have the possibility to compare different corporate forms against each other and thereby choosing the one best suiting their needs. One of the things that separate the partnership from other corporate forms is how they pay tax. The partnership is transparent tax wise. This means the partnership is not an individual tax subject, the tax is being paid by the capital owners. Due to the tax transparency the capital owners can influence their own personal tax income which is one of the greatest benefits in the partnership corporate form. In Denmark it is possible for the capital owners in a partnership to use the business taxation scheme. The Partnership is the better of two worlds, if it is combined with at limited company as the general partner and with a personal company using the business taxation scheme for the limited partner. This Master thesis shows that the partnership is the better of two worlds, but with some modifications. The modification is related to business activity, as it has to have some kind of risk. Another consideration to be taking in the beginning is, if it is necessary to transform a current public limited company to a partnership is it likely to be connected with some kind of tax payments. The tax payments are related to share profit for the shareholders and terminations taxation for the company.

EducationsMSc in Auditing, (Graduate Programme) Final Thesis
Publication date2014
Number of pages140