How do I dissolve and delete a Norwegian-registered foreign company (NUF)?
If you no longer require a Norwegian organisation number, the Norwegian branch (NUF) should be deleted. Until you complete the deletion of the company, the authorities will assume that your enterprise is active, and you are required to submit statutory reports. You can delete the company by submitting a Coordinated Register Notification.
Normally a NUF is deleted because it no longer has any activity in Norway, or because the company abroad has been deleted.
Board of Directors
The board of directors, or a different competent body, in the foreign enterprise can decide to close down the Norwegian branch. If there are employees registered in the enterprise during the dissolution period, you need to ensure that all employment relationships are registered with a termination date. This is done in the a-melding.
Report to the Tax Administration
Deleting a Norwegian branch liable to income tax in Norway
If only the Norwegian branch is deleted, and not the foreign enterprise, the final settlement of taxes will be conducted through the ordinary tax settlement the subsequent year. The enterprise may still choose to submit the tax return at the time of closing down the branch in Norway.
On dissolution of the foreign company
The foreign company has to request advance tax assessment for the Norwegian branch before dissolution and closing of the foreign enterprise takes place. The advance tax assessment must be requested before the Norwegian branch is deleted from the Register of legal entities.
Advance tax assessment is requested by submitting the tax return, and should be submitted when the dissolution of the Norwegian branch is completed (when all obligations are settled, all assets are liquidated, and profit/loss are accounted for).
Notify the Brønnøysund Register Centre of the deletion
In the case of NUFs registered in the Central Coordinating Register for Legal Entities or the Register of Business Enterprises, deletion must be reported to the Brønnøysund Register Centre by submitting the 'Coordinated register notification'.
Enterprises registered in the Register of Business Enterprises will not be able to use the electronic form if there are no registered persons with a role in the Norwegian branch. Examples of roles include General manager, Norwegian representative, contact person, and persons with signature rights. If the branch has no registered roles, the paper form must be used.
When submitting the form, you must enclose minutes from a competent body (for example, a general meeting, board of directors or other decision-making body) showing the decision to delete the enterprise. Alternatively, confirmation of deletion from the home country verifying that the foreign enterprise has been deleted may be enclosed.
In the case of NUFs only registered in the Central Coordinating Register for Legal Entities, the general manager, contact person or Norwegian representative must sign the notification.
In the case of NUFs which are registered in the Register of Business Enterprises, the notification must be signed by an authorised signatory in Norway (in accordance with the information registered in the Register of Business Enterprises).
If the foreign enterprise still is in existence when the Norwegian branch is closed down, the foreign enterprise will be responsible for obligations incurred in the Norwegian branch.
Retention of accounting documents
The Bookkeeping Act´s requirement to retain accounting documents for 5 years also apply after the branch is deleted.
How much will it cost?
It is free to register the deletion of an NUF.