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To assist our client with the interpretation of commercial agreements governed by Danish law, we have prepared a brief overview of the basic elements and the canons of interpretation applicable to Danish contracts.
As a jurisdiction, Denmark is predominantly a civil law jurisdiction with elements of common law interspersed. It therefore constitutes more of a hybrid with a civil law base and certain common law characteristics. There is no unified civil law code, but a number of specific statutes interwoven with legal principles emanating from custom and case law. There are generally no formal requirements for contract formation and a contract need neither be in written form nor be concluded before a notary.
Governing Act and Legislation
The main governing statute is the consolidated Agreement Act (Aftaleloven). The Agreement Act is sometimes translated as the Danish Contract Act and the terms are used interchangeably. The Agreement Act sets out the general principles of Danish contract law, but it does not regulate their interpretation per se. Other statutes may as lex specialis regulate certain agreements by imposing terms which cannot be abrogated and thus limiting the liberal approach under the Danish contract law in specific areas.
Guide to Danish Contract Law
We have prepared a client briefing on the ins and outs of Danish contract law and interpretation which is available under our insights section here.
Translation of the Danish Contract Act
Given that there is no official English translation of the Danish Agreement Act (or the Danish Contract Act, depending on your preferred nomenclature), we have prepared an English version of the Danish Contract Act No 193 of 2 March 2016 (the Agreement Act) translated using automated translation software by DeepL. Please note that the automated translation has not been edited and only the original Danish version of the act applies while the English version is for ease of reference only. The English translation of the Danish Agreement Act can be found here:
Further Information
For further information on Danish contract law, please consult our publications and news or contact Michael Carsted Rosenberg or Dr. Andreas Tamasauskas at Carsted Rosenberg.
About Carsted Rosenberg
Carsted Rosenberg is a specialist international law firm with a focus on cross-border banking & finance, capital markets, mergers & acquisitions and corporate & commercial matters. Carsted Rosenberg provides high-end legal counsel services in connection with large-scale cross-border transactions with a particular focus on the Danish market. Our clients rely on us for pragmatic advice and transactional excellence. We specialise in matters that require transactional expertise, considerable cross-border experience and a high degree of proficiency and efficiency.