Can you change an enterprise's form of incorporation?
A registered sole proprietorship, general partnership or limited company cannot change the form of incorporation and retain its organisation number. If you intend to continue operations under a different legal structure, you typically need to register a new entity.
When can you make a conversion?
The only exceptions are conversions between limited and public limited companies (AS and ASA), between cooperative societies (SA) and limited companies, and between general partnerships and general partnership with shared liability (ANS and DA). In all other cases you are required to register a new entity with a new organisation number, completely unconnected to the former organisation's rights and obligations. For example, if the partners in a general partnership would rather operate their business activities as a limited company, they have to register a new limited company.
Cooperatives Act on conversion (in Norwegian only)
Tax Act on conversion (in Norwegian only)
Procedure for changing form of incorporation
When changing form of incorporation it is common to strike the old organisation number from the registers when the change has been completed. However, there is nothing to prevent keeping the old organisation number if this is determined to be practical. Please note that if you choose to keep the old organisation number you still have the same reporting obligations as before.
If such an incorporated entity is dissolved for the purpose of continuing its business as a different form of incorporation, the Register of Business Enterprises can include in its announcement information about the enterprise's intention to continue its business in a different form. The Register of Business Enterprises must be informed of this when the dissolution notification is submitted for registration.
The Brønnøysund Register Centre – Announcements
Both deregistration and reregistration are done using the Coordinated Register Notification form.
On registration of the new entity, it is important to state which entity the business was taken over from. Correspondingly, the deregistration notification must state which entity the business is being transferred to. The form has separate fields for takeover/transfer of entities.
The Brønnøysund Register Centre – Coordinated Register Notification (downloadable variants)
