This guide explains why private expenses, company card use and shareholder loans in an owner-managed Danish ApS can create salary, dividend or taxable withdrawal issues.
Last updated: May 2026
A company card is convenient. It is also one of the easiest ways for an owner-managed ApS to create tax problems without meaning to.
The situation often looks harmless at first: the owner pays a private purchase with the company card by mistake, transfers money from the company account to their private account, or lets the company pay an expense with the idea that “we will fix it later in the bookkeeping.”
In a small company, especially when the owner is also the director and only shareholder, the distinction between “my money” and “the company’s money” can feel formal. But for Danish tax and company law purposes, the distinction is very real.
An ApS is a separate legal entity. Even if you own 100% of the company, the company’s money is not automatically your private money. If the company pays private expenses, transfers money to you, or records personal withdrawals on the owner’s current account (mellemregning), the issue is not only bookkeeping. The tax authorities may treat the amount as salary, dividend, disguised distribution (maskeret udlodning) or a taxable shareholder loan (aktionærlån).
The key principle is simple:
Calling it a loan does not necessarily make it a loan for tax purposes.
This guide explains how private expenses, company cards, owner withdrawals and shareholder loans can create tax risk in Denmark, and what a cleaner setup looks like in practice.
Why this topic matters now
This topic matters now because Denmark changed the company-law rules on shareholder loans from 1 January 2025.
What changed in 2025?
Before 2025, selskabsloven §§ 210–212 contained specific company-law rules on kapitalejerlån. Erhvervsstyrelsen states that these sections ended from 1 January 2025. Shareholder loans therefore no longer have to meet the former special conditions in § 210(2).
However, this does not mean that ApS owners can freely use company money privately without consequences.
The tax rules still apply
Erhvervsstyrelsen also states that management must still ensure that a shareholder loan is justifiable under selskabsloven §§ 115–118, and that dispositions are lawful under § 127. The repeal of the company-law rules did not change the tax rules either.
For many owner-managed companies, this is the dangerous misunderstanding:
“If shareholder loans are no longer illegal in the same company-law sense, then they must be fine now.”
That is not correct.
A transaction can be less problematic under the former company-law loan rules and still be taxable under Danish tax rules. The tax treatment may still depend on ligningslovens § 16 E, salary rules, dividend rules and the rules on disguised distributions.
In other words: the company law landscape changed, but the tax risk remains.
The basic distinction: company money vs. private money
In a sole proprietorship, the business and the owner are not separated in the same way as an ApS. In an ApS, the company is its own legal entity.
That means money should move from the company to the owner only through a clear and documented route.
The clean routes are usually these:
1. Salary (løn)
If the owner works for the company, the company can pay salary. But treat salary as real salary: register payroll, issue a payslip, withhold A-tax and labour market contribution (AM-bidrag), report through eIndkomst and pay the withheld taxes.
A later salary label does not turn a private transfer into salary.
2. Dividend (udbytte)
The company can distribute dividend when it has met the company-law conditions. This normally requires distributable reserves, a proper decision, documentation and correct dividend tax handling.
Dividend is not simply “whatever money is available in the bank.”
3. Reimbursement of company expenses
If the owner pays a genuine company expense privately, the company can reimburse the owner. But the expense must belong to the company, and the documentation should be clear: invoice, receipt, business purpose and connection to the company’s activity.
4. Ordinary commercial transactions
The company can buy goods or services from the owner, or sell assets to the owner, but use market terms and document the transaction properly.
If a payment does not clearly fit into one of these categories, review it before the money moves.
Private expenses paid by the company
When the company pays a private expense, the issue is not just the bookkeeping category.
It raises a more basic question: why did the company pay it at all?
Skattestyrelsen’s legal guidance on expenses unrelated to the company explains that the assessment of disguised dividend focuses on two concrete questions:
- Did the expense benefit the shareholder personally?
- Is the expense an operating expense for the company?
If the expense benefits the shareholder personally and does not qualify as an operating expense, the tax authorities may treat it as masked dividend or disguised distribution.
That means the analysis should not start with “which bookkeeping account should we use?”
It should start with: is this genuinely a company expense?
Typical private or high-risk expenses
The following expenses often create problems:
- groceries and private household items
- private clothing not required for the work
- family travel or holiday costs
- private restaurant visits
- private rent or housing costs
- personal subscriptions
- electronics mainly used privately
- costs relating to the owner’s spouse, children or other family members
- private medical, fitness or lifestyle expenses
- gifts not connected to the company’s business
Expenses that may belong to the company
Other expenses may belong to the company if the documentation is clear:
- business travel with a clear business purpose
- hotel costs for a business trip
- client meeting costs, if the purpose and participants are documented
- software subscriptions used by the company
- office supplies
- equipment used in the business
- reimbursement of expenses the owner paid privately on behalf of the company
The difficult cases are the mixed ones: phone, internet, home office equipment, laptops, cars, meals and travel. These are exactly the categories where the owner should ask before paying with the company card.
Company card use: where things go wrong
Use a company card for company expenses only.
In practice, problems arise because company cards make it very easy to blur the line between private and business spending.
Typical issues include:
- the owner uses the company card because it is the card closest to hand
- private and company cards look similar in Apple Pay or Google Pay
- the owner pays mixed costs together and splits them later
- receipts are missing
- the business purpose is not written down
- the accountant only sees the transaction months later
- someone posts private expenses to mellemregning without further analysis
Posting a private transaction to the owner’s current account may help the bookkeeping show that the owner owes the company money. But it does not automatically solve the tax question.
If the transaction falls within the shareholder loan rules, the tax consequences may arise even if the bookkeeping shows the amount as a receivable from the owner.
Shareholder loans under Danish tax law: when a loan is not a loan
The key Danish tax rule is ligningslovens § 16 E.
Skattestyrelsen’s legal guidance explains that tax law views such a loan as a withdrawal without repayment obligation (hævning uden tilbagebetalingspligt) if a company directly or indirectly provides it to a natural person with a certain connection to the company.
The guidance is explicit about the effect: Skattestyrelsen does not view a loan covered by § 16 E as a loan for tax purposes. Instead, the rules view the amount as a transfer of value from the company to the person. In practice, this can trigger taxation as salary or dividend.
This is why labels are not decisive.
You can call the transaction:
- a shareholder loan
- an owner withdrawal
- a temporary advance
- private use of the company card
- mellemregning
- “I will pay it back next month”
But if the facts fall within ligningslovens § 16 E, the tax treatment may still be salary or dividend.
Who is typically exposed?
The rule is especially relevant for owners with controlling influence.
According to Skattestyrelsen’s guidance, one of the conditions is that the person receiving the loan and the lending company have a connection covered by ligningslovens § 2. In simplified terms, this often concerns a person who, alone or together with related persons or through agreements with other shareholders, has controlling influence over the company.
This is why owner-managed ApS companies are particularly exposed.
The classic high-risk case is the 100% owner-director who transfers money from the ApS to themselves, uses the company card privately, or leaves private payments sitting on the owner’s account.
“But I paid it back” — why repayment may not solve the issue
This is probably the most misunderstood part of the shareholder loan rules.
Many owners think the solution is simple: if the company paid something private, they just transfer the money back. Then everything is fine.
Unfortunately, the tax treatment is not always that simple.
Repayment does not automatically remove the tax
Skattestyrelsen’s guidance states that repayment of a loan covered by ligningslovens § 16 E does not remove the taxation of the loan.
The reason is the purpose of the rule: shareholder loans should not be used as a tax-free alternative to salary or dividend. If taxation could simply be removed by repayment after the issue is identified, the rule would lose much of its effect.
New rules from 2026
There is also a newer development from 2026. Skattestyrelsen’s 2026 guidance refers to a law change adopted in June 2025.
Under that change, tax law treats repayment of a taxable shareholder loan as a loan to the receiving company. The purpose is to reduce some consequences when an owner continuously withdraws and repays amounts. The owner is therefore taxed only on new loan amounts to the extent they exceed previously taxed amounts that the owner has repaid.
This does not mean shareholder loans became harmless.
The guidance also states that the change does not affect the rules in ligningslovens § 16 E(1), which determine when a taxable shareholder loan exists.
In plain English:
Repayment may clean up the bank account, but it does not automatically erase the tax event.
Mellemregning: useful account, dangerous comfort
The owner’s current account (mellemregning med ejer / mellemregning med kapitalejer) is a common bookkeeping tool. It can be legitimate and useful.
For example, it can track:
- expenses the owner paid privately on behalf of the company
- reimbursements owed to the owner
- small timing differences between the owner and the company
- amounts the owner owes back to the company
The problem is when the mellemregning becomes a parking lot for anything unclear.
A messy owner’s account often contains:
- private expenses paid by the company
- undocumented withdrawals
- reimbursements without receipts
- salary-like transfers without payroll
- old balances that are never settled
- shareholder loans mixed with ordinary expense reimbursements
That is risky because the account may look like a bookkeeping detail, while the tax authorities may see a transfer of value to the owner.
Review the owner’s account regularly. Do not clean it up for the first time at year-end, when nobody remembers what the transactions were.
Salary, dividend or reimbursement: decide before the money moves
A clean setup requires deciding what a transaction is before the money moves, not months later.
Salary
- agree the salary properly
- run payroll
- withhold A-tax and AM-bidrag
- report through eIndkomst
- pay the net salary to the owner
Dividend
- check distributable reserves
- follow the correct company-law process
- document the decision
- withhold and report dividend tax where required
Reimbursement
- attach the original receipt or invoice
- document the business purpose
- make sure the expense belongs to the company
- reimburse the owner clearly
Private expense
- avoid paying it with the company card
- if it happens accidentally, tell the accountant immediately
- do not assume that posting it to mellemregning is enough
If it is a loan or advance to the owner
- review the tax consequences before the payment
- check whether ligningslovens § 16 E applies
- consider whether the transaction should instead be salary or dividend
Can a company loan still be allowed under company law after 2025?
From a company law perspective, the 2025 change matters.
Erhvervsstyrelsen states that the specific company-law rules in §§ 210–212 ended from 1 January 2025. A company can therefore grant kapitalejerlån without following the former special company-law requirements.
However, management must still ensure that the loan is justifiable under the management responsibility rules in §§ 115–118, and that the disposition is lawful under § 127.
This means the legal analysis is not simply “loans are now allowed.”
A more accurate summary is:
Company law became less rigid on the specific kapitalejerlån rules, but management responsibility and tax consequences remain highly relevant.
For many small ApS owners, the tax rules will be the biggest practical risk.
Why dividend documentation matters
Owners sometimes ask: “Can we just treat it as dividend?”
Sometimes dividend may be the correct route. But dividend is not a casual label.
Dividend requires a formal decision
Erhvervsstyrelsen’s guidance on dividend distributions explains that a company can only pay ordinary dividend from free reserves. The general meeting must make the decision and record it in the minutes.
Extraordinary dividend follows separate rules. The general meeting can decide the dividend or authorise management to decide it under the relevant conditions.
The practical consequence is important:
You cannot always repair a private withdrawal afterwards by calling it dividend.
There must be distributable reserves, a proper decision and correct tax handling.
Why “we will convert it to salary later” may also fail
Another common idea is to clear the owner’s debt to the company by treating the amount as salary later.
This may work in some situations, but do not use it as an artificial after-the-fact explanation without documentation.
If salary is the intended route, document and process it as salary at the right time.
Do not wait until a problem appears and then try to rewrite the transaction.
Practical examples
Example 1: The owner pays private groceries with the company card
The cost is clearly private. It is not a company operating expense. If someone books it as office supplies, staff costs or another company expense, the bookkeeping is wrong. If someone posts it to mellemregning, review the tax question as well. The best solution is to avoid it entirely. If it happens accidentally, inform the accountant quickly and correct it properly.
Example 2: The owner transfers 30,000 DKK from the ApS to their private account
If this is salary, process it through payroll. If it is dividend, prepare dividend documentation and handle the tax correctly. In case someone calls it a loan, ligningslovens § 16 E may apply. The company should not treat the transfer as a harmless temporary movement without checking the consequences.
Example 3: The owner pays a company invoice privately and gets reimbursed
This can be completely fine if the invoice belongs to the company, the owner has documentation, and the reimbursement clearly links to the business expense. This is not the same as a private withdrawal.
Example 4: The company pays the owner’s private travel
If the travel is private or family-related, the company should not deduct it as a business expense. Depending on the facts, the tax authorities may see the payment as salary, dividend or disguised distribution. If the trip has a genuine business element, document the destination, business purpose, dates, participants and separation of private elements.
Example 5: Old private expenses sit on the owner’s mellemregning for years
This is dangerous. A balance that is never settled can show that the company has financed the owner privately. The longer the balance sits, the harder it becomes to argue that the transactions were ordinary timing differences.
What a clean owner-managed ApS setup looks like
A clean setup does not require perfection. It requires discipline.
Separate private and company payments
- Keep private and company cards separate. Do not add the company card next to your private card in a way that makes mistakes likely. If you use Apple Pay or Google Pay, name the cards clearly.
- Never use the company account as a private buffer. Do not move money to yourself “just for now” unless the tax and legal treatment is clear before the transfer.
- Keep family expenses out of the company. Costs relating to spouses, children or private household matters are high-risk unless there is a clear, documented business reason.
Review and document transactions
- Review the owner’s account monthly. Do not wait until the annual report. Review mellemregning regularly and settle genuine timing differences quickly.
- Document reimbursements. If the company reimburses you, attach receipts and explain the business purpose.
- Ask before making unusual payments. If you are unsure whether the company can pay, ask first. It is usually easier to structure the payment correctly in advance than to repair it later.
Use the right payment route
- Run salary as salary. If you need regular money from the company, consider payroll instead of ad hoc transfers.
- Treat dividend as a formal decision. Do not use dividend as a vague after-the-fact label. Check reserves, documents and tax withholding.
- Do not rely on “I paid it back”. Repayment is relevant, but it does not automatically remove tax consequences.
- Keep the annual report in mind. Owner balances, private expenses and shareholder transactions can affect the annual report, tax reporting and the credibility of the bookkeeping.
Checklist: before using the company card or transferring money to yourself
Ask these questions before the transaction:
- Is this genuinely a company expense?
- Would the company have paid this if the owner were not involved?
- Is there a receipt or invoice?
- Is the business purpose clear?
- If the money goes to the owner, is it salary, dividend, reimbursement or something else?
- If it is salary, will payroll be processed?
- If it is dividend, are there free reserves and proper documentation?
- If it is reimbursement, did the owner pay a real company cost privately?
- If it is a loan or temporary advance, has ligningslovens § 16 E been considered?
- Could the transaction look like private consumption funded by the company?
If the answer is unclear, do not make the payment before checking.
Unsure whether your owner’s account is clean?
We can review your company card use, private expenses, owner withdrawals and shareholder balance before they become a tax problem.
How Andreas Regnskab can help
At Andreas Regnskab, we often see owner-managed companies where the underlying business is healthy, but the owner’s account, company card use or private/company split has become messy.
We can help with:
- reviewing the owner’s mellemregning account
- identifying private expenses paid by the company
- separating reimbursement, salary, dividend and shareholder loan issues
- checking whether payroll or dividend treatment is needed
- improving company card routines
- preparing cleaner documentation for year-end and annual reports
- helping the owner understand what can and cannot be paid by the ApS
The goal is not to make everyday business life difficult. The goal is to avoid expensive corrections, tax surprises and unclear annual-report balances.
Conclusion
For an ApS owner, the company may feel personal. But legally and tax-wise, the company’s money is not the owner’s private wallet.
When the company pays a private expense, the issue is not just a small bookkeeping mistake. A transfer to the owner is not automatically harmless either. A balance on the mellemregning account is not always enough to avoid tax consequences. And repayment does not necessarily erase the issue.
The safest approach is to decide the nature of each transaction before the money moves:
- process salary as salary
- document dividend as dividend
- support reimbursement with business receipts
- private expenses should stay private
- review shareholder loans before they happen
This article provides general information only. Do not treat it as legal or tax advice. The correct treatment depends on the specific facts of each case. If your situation is complex or high-value, get professional advice before making decisions.
Sources and further reading
Aktionærlån: Skattestyrelsen – Den juridiske vejledning 2026-1, C.B.3.5.3.3
https://info.skat.dk/data.aspx?oid=1946441
Udgifter, der er selskabet uvedkommende: Skattestyrelsen – Den juridiske vejledning 2026-1, C.B.3.5.2.1
https://info.skat.dk/data.aspx?oid=1946437
Ligningslovens § 16 E – aktionærlån – overførsel af fordring som løn: Skattestyrelsen – SKM2022.376.BR
https://info.skat.dk/data.aspx?oid=2351148
Erhvervsstyrelsen – Ophævelse af selskabslovens regler angående kapitalejerlån og underretningspligten efter hvidvaskloven
https://erhvervsstyrelsen.dk/ophaevelse-af-selskabslovens-regler-angaaende-kapitalejerlaan-og-underretningspligten-efter
Erhvervsstyrelsen – Udbyttebetaling i andre værdier end kontanter
https://erhvervsstyrelsen.dk/vejledning-udbyttebetaling-i-andre-vaerdier-end-kontanter