Dissolving and deleting an association
If there is no activity in the association, you should delete it. If the association simply "ebbs away" without any formal dissolution, unknown liabilities and obligations can arise
An association's articles of association normally include provisions concerning the way in which dissolution and deletion should be carried out. The procedure for dissolution described in the articles of association must be followed.
For associations which have no provisions in their articles of association concerning deletion, the following points can be used as a guide:
The dissolution/deletion of the association must be considered at an ordinary annual meeting. Such a decision normally requires a majority of at least two thirds.
Notify the Brønnøysund Register Centre of the deletion
Deletion of the association must be reported via the Coordinated register notification. You must enclose minutes from the annual meeting showing the decision concerning dissolution.
To ensure a satisfactory dissolution of the association, it will also be a good idea to do the following:
- If the dissolution is adopted by the ordinary annual meeting with a majority of at least two thirds, an extraordinary annual meeting should also be convened three months later during which deletion is approved.
- The period between these two annual general meetings is known as the 'liquidation period'. During the 'liquidation period, an overview of the association's assets and liabilities should be prepared. Any obligations must be settled. Insofar as it is necessary to settle obligations, assets must be converted to money.
- The annual meeting is responsible for the liquidation process, but for practical reasons, this job is normally delegated to a liquidation board. The liquidation board can be the existing board, or a new board can be elected.
- Any remaining assets left after the obligations have been settled must be allocated in accordance with the association's articles of association, or to another purpose similar to that of the dissolving association.
- In order to dissolve the association, the extraordinary annual general meeting must repeat the decision to dissolve the association with a majority of at least two thirds amongst the votes cast. The final liquidation accounts showing how the financial settlement has been carried out and how remaining assets have been allocated should be presented to the extraordinary annual meeting.
- Associations with a bookkeeping obligation are required to retain accounting documents for 5 years. This also apply after the association is deleted.
How much does it cost?
It is free to report the deletion of an association.