The purpose of this thesis is to outline the consequences of law no. 445 of 13 April 2019 which abolished the possibility to establish a Danish entrepreneur company (IVS). The thesis combines legal methodology with financial analysis of 1,200 companies and finally legal-policy in order to answer the problem statement.
The corporate form was introduced only 6 years earlier in order to create good framework conditions to the Danish entrepreneurs. However, the Danish Parliament found that the corporate form was particularly exposed to be used by fraudsters and was object of proportional more compulsory dissolutions than other corporate forms. The passing of the bill leaves approximately 45,000 companies affected by the law.
The Danish entrepreneur companies have until 15 April 2021 to restructure to a regular private limited company. This requires that the share capital added reserves that can be converted into share capital as well as the total equity represent a minimum of 40,000 DKK. If this is not the case a capital increase must be implemented. In order to make sure that the statutory minimum requirements for the amount of equity is complied, an approved auditor must express an unqualified opinion regarding the capital structure. The approved auditors must be careful conducting their work because an incorrect opinion can give rise to liability for damages.
Danish entrepreneur companies that does not fulfill the requirements set by law 15 April 2021 is at risk of being compulsorily dissolved. An analysis of this thesis anticipates that this will we be the fate of approximately one third to half of all the contemporary Danish entrepreneur companies. This will cost society between 64m and 92m DKK.
The thesis recommends alternative solutions to the legislators instead of abolishing the Danish entrepreneur companies in order to avoid a large unnecessary society cost and to avoid that law-abiding entrepreneurs with extensive development costs in the start-up phase, which results in an operating loss and negative balance, are affected. All Danish entrepreneur companies should be required to use the assistance of an auditor to prepare the annual report in accordance with the Danish Financial Statement Act, statutory audit of items where the tax authorities are the creditor and prepare and file the tax return. The financial analysis of the thesis proves that companies using an auditor’s assistance are more likely to comply with the accounting acts. Furthermore, it should be required by law that all new entrepreneur companies provide a bank guarantee amounting to 5,000 DKK. The money should be earmarked costs in case of compulsory dissolution.
|Educations||MSc in Auditing, (Graduate Programme) Final Thesis|
|Number of pages||90|
|Supervisors||Troels Michael Lilja|