Sole proprietorship or ApS: which should you choose?

Mads Antonsen

Written by Mads Antonsen · bookkeeper at Numina

Updated July 16, 2026

Choosing between a sole proprietorship (enkeltmandsvirksomhed) and an ApS comes down to three things: liability, tax and administration. There's no single right answer — but there is a right answer for your situation.

The key difference: liability

In a sole proprietorship you are personally and unlimitedly liable — if things go wrong, creditors can pursue your private assets. In an ApS you generally only risk the company's capital. Big contracts, inventory or employees all argue for an ApS.

Capital requirements and getting started

A sole proprietorship is free to register and needs no starting capital. An ApS requires DKK 20,000 in share capital (which the company can use for operations) plus formation costs. In return, an ApS often signals more solidity to customers and partners.

The tax

In a sole proprietorship the profit is taxed as your personal income — optionally under the business tax scheme (VSO), which allows retaining profit at a provisionally lower tax. In an ApS the company pays 22% corporate tax, and you're taxed on what you take out as salary or dividends.

For small profits the practical difference is modest — the ApS tax advantage typically appears once you earn substantially more than you spend privately.

The administration

  • Sole proprietorship: bookkeeping duty and a tax return, but no public annual report
  • ApS: bookkeeping duty, an annual report to the Business Authority every year, and a general meeting
  • Both: digital bookkeeping in a registered system (companies now; sole proprietorships above DKK 300,000 from 2026)

You can switch later

Many start as a sole proprietorship and convert to an ApS later — possible as a tax-free business conversion if the conditions are met. So don't let the choice block you from starting: start simple, and switch when liability or tax argues for it.

Either way, Numina handles the bookkeeping: sole proprietorships and ApS companies pay the same fixed price, and we help with the practicalities of a later conversion.

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Can I convert my sole proprietorship to an ApS later?

Yes. It can be done as a tax-free business conversion (with conditions) or by founding an ApS and transferring the activity. Many start small and switch as the business grows.

Must a sole proprietorship also keep digital books?

Yes — from 1 January 2026 if net revenue has exceeded DKK 300,000 two years in a row. The requirement covers digital bookkeeping and receipt storage in a registered system like Numina.

What does Numina cost?

The same fixed price regardless of company form — the price depends only on the number of vouchers. See prices on the homepage.

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