Sweden company structures: at a glance

Hawksford

Hawksford

Options for registering companies in Sweden

As a leading Nordic nation and a member of the European Union (EU), Sweden is known for its strong, stable economy, high levels of innovation, and a commitment to digital infrastructure, making it a prime location for technology, finance, and advanced manufacturing.

The jurisdiction offers full access to the EU's single market and, through its membership in the European Economic Area (EEA), provides a secure and transparent regulatory environment for foreign investment.

Sweden offers international companies the following legal structures for establishing a presence:

Limited company (Aktiebolag - AB)

  • The AB is the most widely used corporate structure for both domestic businesses and foreign subsidiaries, offering the fundamental benefit of limited liability to its shareholders.
  • A minimum share capital of SEK 25,000 (approximately €2,160) must be paid up and certified before the company can be registered with the Swedish Companies Registration Office (Bolagsverket).
  • The company must have a board of directors consisting of at least one member and one alternate. If no managing director or at least half of the board resides within the EEA, a resident contact person must be appointed.

Limited partnership (Kommanditbolag - KB)

  • The KB is a form of partnership that must have at least two partners: one general partner (Komplementär) and one limited partner (Kommanditdelägare).
  • The general partner has unlimited personal liability for the partnership's debts and obligations, while the limited partner's liability is restricted to the amount they have invested in the KB.
  • The partnership is tax transparent, meaning the KB itself does not pay corporate tax; instead, profits and losses are allocated to the partners who are taxed individually.

Branch office (Filial)

  • A Swedish Filial is a registered branch of a foreign company and is considered a non-independent legal entity. It is an extension of the foreign parent company and operates under its name.
  • There is no minimum share capital required for establishment, making it a fast and cost-effective entry method.
  • The foreign parent company retains full legal and financial liability for all the branch's operations and debts within Sweden. A branch must appoint a managing director who must reside in the EEA or obtain an exemption.

Representative office (Representationskontor)

  • The term Representative Office is generally used to describe a presence that does not constitute a branch (Filial) or a permanent establishment (PE) for tax purposes.
  • It is strictly limited to non-commercial, preparatory activities such as market research, liaison, and information gathering, and it cannot conduct direct sales or commercial transactions.
  • While it does not require registration with the Bolagsverket, the foreign company must register with the Swedish Tax Agency (Skatteverket) if it has employees or tax obligations in Sweden.

To help you choose the right structure, we have created an ‘at a glance’ summary table for the common company types that outlines key differences in formation processes, requirements, and timelines. It serves as a valuable resource for foreign companies looking to set up or expand a business in Sweden.

Comparison of the common types of companies in Sweden

Key information Limited company (AB) Limited partnership (KB) Branch office Representative office
Commonly used for All purposes Professional services Specific projects Marketing and research
Minimum capitalisation (local currency) SEK 25,000 None None None
Limited liability Yes No (for the general partner) No No
Time to incorporate Four weeks Four weeks Two weeks
Tax rate (CIT) 20.6% None (disregarded for corporate tax) 20.6% Not applicable (no revenue generating activities allowed)
Resident management Yes (EEA) Yes Yes (EEA) No (only contact person)
Cost indication (€) €9,500 €8,500 €9,500 €7,500

Updated on

Information verified against Verksamt (The Swedish Government Business Portal)


 

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Useful links

The Swedish agency for economic and regional growth

Swedish companies registration office

Swedish chamber international