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How to prepare minutes from your annual general meeting?

If you are the director and or shareholder of a Danish limited liability company – either an ApS, IVS or A/S – then you will need to approve the annual report for the company once per year at the annual general meeting.

How to prepare minutes from your annual general meeting?

(last update: 18.9.2021)

How to prepare minutes from your annual general meeting?

If you are the director and or shareholder of a Danish limited liability company – either an ApS, IVS or A/S – then you will need to approve the annual report for the company once per year at the annual general meeting.


When should the annual report be submitted?

The annual report must be submitted to the business authority on VIRK 5 months after the fiscal year has ended.


The annual general meeting – “AGM”

Before the annual report can be submitted to the business authority, it is approved at a meeting with the shareholders and management.

If the company has a board of directors, the members of the board will also participate in the meeting.

This meeting is called the “annual general meeting” – or in short – the “AGM”.

The Danish translation for this meeting is “ordinær generalforsamling”.



What should the minutes contain?

Every limited liability company has a set of statutes that were made back when the company was incorporated.

This set of statutes is also called “the Articles of Association” – or in short – the “AoA”.

The Danish translation for these statutes is “vedtægter”.

Inside the articles of association, you will find a detailed description of what you need to discuss at the annual general meeting.

After the meeting, you need to prepare a summary.

This summary we call “protocol” or “minutes”.

The Danish translation for minutes (in the context of the annual general meeting) is “generalforsamlingsprotokollat”.

The minutes you make from the general meeting should contain the same topics for discussion as you can see in the articles of association.


If you only have 1 or more directors – and no board of directors

If you do not have a board of directors – but only 1 or more directors – then usually your minutes should contain:

1. Choosing the chairman for the annual general meeting;
2. The director reports how the year went;
3. Presentation of the annual report for approval;
4. Suggestion for the allocation of the result;
5. Questions from the director and or shareholders.

We have made a template you can download and use here for the minutes:



NB: Remember to check what you should include by looking at your own statutes.


If you have a board of directors

If you have a board of directors, then usually your minutes should contain:

1. Choosing the chairman for the annual general meeting;
2. The chairman reports how the year went;
3. Presentation of the annual report for approval;
4. Discussing discharge for the board of directors;
5. The board of directors suggests the allocation of the result and tantiemes for its members;
6. Questions from the board of directors and or shareholders.

We have made a template you can download and use here for the minutes:



NB: Remember to check what you should include by looking at your own statutes.