§ 80. Purchase of shares
When you buy a share, you also get dividends that had not yet fallen due (not been paid out) before the purchase. The same applies to the right to subscribe for new shares if that right could not be used before the purchase. In other words: the share's "pending" rights go with it — what has already been paid out stays with the seller (selger).
Machine-translated from Norwegian. The Norwegian text is the one that applies. Read the original in Norwegian.Norsk English العربية Polski Українська
The text of the law (unofficial translation)
The purchase of a share includes the dividend that had not fallen due before the purchase. The same applies to the right to subscribe for new shares when the right could not be exercised before the purchase.
What does this mean?
Shares have special "yields" — dividends and share issue rights. The law answers who gets these when the share changes owner.
Dividends: When a company distributes profits to its shareholders, there are three points in time:
- Decision date: The general meeting adopts the dividend
- Determination date: Which shareholders are entitled (record date)
- Due date: When the money is actually paid out
The law says: if the dividend had not fallen due before the purchase, it is included in the purchase. That means: you as the new owner get it. If it had already been paid out, it naturally stays with the seller.
In practice, in modern share trading this happens through settlement systems that take this into account automatically. But the principle in the Sale of Goods Act still applies to cases that do not follow standard trading rules.
Subscription rights: If the company issued new shares (a share issue) and existing shareholders have the right to subscribe — this right goes with the share as long as it had not been "used" (expired or exercised) before the purchase.
Examples
Marius buys 1000 shares in a company on 1 June. On 15 May, the general meeting adopted a dividend of NOK 12, due on 1 July. Under § 80, the dividend is included in the purchase — it had not fallen due before Marius bought. Marius receives NOK 12,000 in dividends on 1 July. If Marius had bought after 1 July, the dividend would have fallen due and stayed with the seller — Marius would then have got the share "ex dividend".
Sara buys shares in a small company. The company is planning a share issue in which existing shareholders can subscribe for more shares. The subscription period is 1–30 August. If Sara buys on 15 July, before the subscription period, the subscription right goes with the shares. If she buys on 5 September, after the subscription period is over and the right is "used up", she gets nothing extra.
Common mistakes
- Confusing the decision date with the due date — it is the due date that is decisive
- Thinking the subscription right always goes with the share regardless of timing — it must not have been used up
- Forgetting that modern share trading often takes this into account automatically through the stock exchange's rules
What should you do?
- Check dividend dates before buying shares if the timing is close
- Clarify what is included in private share purchases (outside the stock exchange)
- Understand the "ex date" — the day the share starts trading without the right to the dividend