Register a Swedish Company: The Essential Guide for Entrepreneurs
by Counseal Team
Updated November 26, 2023
Starting a business in Sweden can be an exciting and rewarding experience. However, before you can begin operating your new venture, it’s essential to register it as a company with the authorities.
This process involves several legal steps that entrepreneurs need to follow carefully. From choosing the right registration form to getting permits and licenses, it can seem overwhelming at first.
In this guide, we will outline everything you need to know about registering your business as a Swedish company from scratch, so that you have all the information required to start your entrepreneurial journey on the right foot.
- How to Register a Company in Sweden
- Who can register a Company in Sweden
- Citizens of the European Union (EU) and the European Economic Area (EEA)
- Citizens outside the EU and the EEA
- Asylum seekers and newly arrived people
- What are the company structures in Sweden
- Requirements for Statutory Compliance as a New Company
- Tax registration
- Frequently Asked Questions
How to Register a Company in Sweden
Registering a business in Sweden may seem like a daunting task, but it is actually relatively straightforward. The first step is to choose the legal form for your venture and register it with the Swedish Companies Registration Office (Bolagsverket). This involves submitting relevant documents such as articles of association, minutes from the board meeting, and proof of payment for registration fees.
Once you establish the legal entity you want, you will need to get permits and licences, depending on your particular industry. For example, if you plan on opening a restaurant or café, you’ll likely need a food handling permit. If it is IT-related and deals with sensitive data or software development, you might require additional clearance from specific government agencies.
Overall, registering your business requires careful planning and attention to detail. By following these steps diligently and seeking advice from experts when needed, entrepreneurs can benefit by setting up their businesses legally in one of Europe’s most prosperous economies.
Who can register a Company in Sweden
If you are interested in starting a business in Sweden, it’s essential to understand who can register one.
The good news is that anyone, regardless of nationality or residency, can legally start and operate a business in Sweden as long as they follow the country’s laws and regulations. This means that both Swedish citizens and foreigners can establish a company in the country.
However, registering your venture requires complying with certain legal requirements, including choosing an appropriate legal form for your enterprise.
Depending on your needs and goals, you may choose from several options, like:
- Sole trader (enskild firma),
- limited liability company (Aktiebolag),
- partnership (handelsbolag) or
- economic association (ekonomisk förening), among others.
Overall, registering a business in Sweden involves following specific procedures set by regulatory bodies, such as the Bolagsverket which processes registration applications.
Therefore, it is crucial to do some research beforehand and seek professional guidance to ensure compliance with local rules; otherwise, setting up a new venture could become challenging.
Citizens of the European Union (EU) and the European Economic Area (EEA)
Citizens of the European Union (EU) and European Economic Area (EEA) have access to certain benefits when starting a business in Sweden. This includes the ability to establish their company with no residence or work permit, as well as the freedom to provide services throughout the entire EU/EEA region.
However, these entrepreneurs must still register their Swedish companies with the relevant authorities before beginning operations. When registering, they will need to provide specific documentation, such as passports or national IDs.
They may need to get particular permits and licenses depending on the type of business they plan to operate. Fortunately, there are resources available for guidance through this process, like governmental agencies or business support organizations.
If you, as an EU/EEA citizen, decide to be registered in Sweden, you will need to be registered in the Swedish Population Register. To qualify, you need to have plans to move to and live in Sweden for at least a year. You would also need to show a residence permit that is valid for a year.
Overall, entrepreneurs coming from EU/EEA countries should know their unique advantages when registering a Swedish company but also follow all legal requirements for successfully launching their venture.
Citizens outside the EU and the EEA
For citizens outside the European Union (EU) and the European Economic Area (EEA), starting a business in Sweden requires additional steps.
Before registering their venture, they must get a work permit or residence permit allowing them to stay in Sweden legally.
A non-citizen is required to make plans to work longer than three months to start their own business. If you are self employed, you cannot seek employment with another employer.
The requirements for obtaining a residence permit are:
- A valid passport.
- A significant amount of experience in your field and experience running a self-owned business.
- Knowledge in either Swedish or English, or both.
- Proof of ownership of at least half of the business with proof of running the same business.
- Proof that the services rendered or goods produced are sold and/or produced in Sweden.
- Evidence of sufficient funds to support yourself and your family for the first two years
- Show a credible basis for your budget.
- Show that you have created customer contacts and/or a network in Sweden.
- Proof that your business can support you and your family after the two-year probationary period.
The process for obtaining these permits can be time-consuming, so it’s important to start early. For example, you can only get the resident permit from your country of residence, so you must start your applications before heading to Sweden.
Besides permits, non-EU/EEA entrepreneurs may face more complex tax regulations and requirements for opening a bank account.
It is essential to seek advice from legal and financial experts who are familiar with Swedish regulations before embarking on any new venture.
With careful planning and attention to detail throughout the registration process, entrepreneurs from anywhere in the world can successfully launch their businesses in Sweden, creating opportunities for themselves and contributing positively to the country’s economy.
Asylum seekers and newly arrived people
Asylum seekers and newly arrived people are individuals who have left their homes for various reasons, such as persecution, violence, war, or natural disasters. They seek a new home in a foreign country under the protection of international law.
In Sweden, newcomers must register with the relevant authorities so they can access public services and get the necessary permits and rights. You can start a business while your application is still in progress.
It is required that you apply for Swedish corporate tax (f-tax) at the Swedish Tax Agency, and you will get a coordination number. This number is mandatory for you to start your business, especially if you have not gotten your personal identity number. This is also a crucial step towards registering and opening a bank account.
What are the company structures in Sweden
There are several types in Sweden, each with its own specific requirements and regulations.
The two most common types are:
- AB (Aktiebolag): This is a limited liability company that requires at least one shareholder and up to 50 shareholders. This structure offers protection to owners’ personal assets while allowing them access to certain legal benefits, such as tax deductions for research and development expenses or investments.
- Enskild Firma: This is an individual business owner structure (sole trader) where the entrepreneur takes full responsibility for their business finances and liabilities. This type of structure does not provide any separation between the owner’s personal assets and those of the business.
There are other, less common forms, such as:
- Handelsbolag (HB), which is ideal for partnerships
- Kommanditbolag (KB), which has both limited partners who invest money into the firm but do not control operations or assume liability and active/general partners who contribute labor services or capital funds alongside controlling operations.
Overall, choosing the right type of company structure depends on your needs as a businessperson, your entrepreneurial goals, available resources, and other factors like growth potential, etc.
A “sole trader” is a business structure that refers to an individual who owns and operates their own business. As the name suggests, you are the sole owner of the enterprise and responsible for all decision-making processes within it.
In Sweden, registering as a sole trader is a popular option for entrepreneurs because of its simplicity and low cost.
To register as a sole trader in Sweden, you need to get your company registration number from Bolagsverket, which is the Swedish Companies Registration Office. You will need to apply for F-tax and VAT registration. If you plan to be an employer, register as one with the Swedish Tax Agency.
Once registered with this government agency, you will be required to pay social security fees and taxes based on your yearly income. It’s also essential to keep accurate records of your financial transactions and report them regularly to Skatteverket (Sweden’s tax authority).
Being a sole trader provides entrepreneurs with full control over their businesses but requires individuals to take on greater personal risks. This includes any debts the business may incur or any legal disputes that arise over products or services offered by their company.
Limited Liability Company (LLC)
This type of business structure separates the owners from the company’s legal obligations. This means creditors cannot sue the directors or shareholders for any debts incurred by the company.
Registration requirements vary depending on where you’re setting up your business, but in Sweden, entrepreneurs must choose between forming a private LLC (AB) and a public LLC (publ).
To register your LLC in Sweden, you’ll need to complete various tasks, such as choosing a name, drafting articles of association, and getting the necessary permits and licenses.
You’ll also need to decide how many shares to issue and who will be board members. You must have at least SEK 25000 (US$2422.01) in share capital when starting up as an LLC.
After filing these documents with relevant authorities like Skatteverket or Bolagsverket, you can start operating your newly registered LLC legally.
Check here to see the cost of registration.
With careful planning and attention to details, along with effective advice from trusted sources during the registration process, entrepreneurs will have every opportunity to succeed when starting their businesses in Sweden.
Trading Partnership/Limited Partnership
When starting a business partnership in Sweden, entrepreneurs have the option of forming either a trading partnership or a limited partnership.
In a trading partnership, all partners share equal responsibility for debts and liabilities incurred by the company. Profits are divided equally among partners according to their contributions to the partnership.
A limited partnership is like a trading partnership but has at least one general partner who is personally liable for the company’s debts and liabilities, while limited partners have no such liability.
Profits and losses are distributed differently between general and limited partners based on their agreements.
You must register both types of partnerships with the Bolagsverket, which requires specific documentation from each partner upon registration.
Choosing between these two forms can impact your exposure to risk as well as your legal rights within the partnership, so it’s important to carefully consider which type best suits your needs before registering your venture.
Economic association, also known as “ekonomisk förening” in Swedish, is a business form that is commonly used by cooperatives, non-profit organisations, and member-based associations.
Unlike other types of legal entities in Sweden, such as LLCs or partnerships, economic associations have the unique feature of being owned and governed by their members. This means that they distribute profits among the members rather than shareholders.
One important advantage of registering an economic association in Sweden is that it allows for greater flexibility in ownership and management structure. Members can take part in decision-making processes regardless of their financial contributions to the organisation.
Another benefit is the tax exemption status granted to non-profit economic associations, which makes them more financially attractive compared to other types of businesses. There is also no required starting capital for an economic association.
Overall, choosing an economic association as a business form requires careful consideration and planning, but can be incredibly beneficial for those seeking sustainable long-term growth while prioritising community involvement over corporate profit-maximisation.
Requirements for Statutory Compliance as a New Company
To operate a new company in any country, it’s essential to comply with statutory requirements that are set forth by various governmental bodies.
In Sweden, these requirements include registering your business with the Registration Office, getting necessary permits and licences, and meeting tax and social security obligations.
The registration process entails submitting several legal documents, such as articles of association and proof of identity for board members. As an employer, you must adhere to employment laws when hiring employees or contractors.
These regulations impact factors such as the minimum wage, working hours and conditions, and insurance coverage for employees if injured at work. Failure to comply with statutory requirements can cause hefty fines or even the closure of the enterprise.
All these decisions have significant implications for how entrepreneurs establish their businesses legally under the Swedish legislation system while focusing on long-term success goals too.
Therefore, it’s crucial to familiarise yourself with all Swedish statutory compliance-related information when starting a company from scratch.
This involves applying for a unique identification number from Skatteverket (the Swedish Tax Agency) and submitting various documents that prove the legitimacy of the venture.
It is important to note that different companies have distinct registration requirements, such as sole proprietorships versus LLCs.
Entrepreneurs should consult with legal advisors or accounting professionals to ensure they follow all regulatory procedures correctly. Once a company receives its tax registration number, it can begin operating legally and fulfil its obligatory tax obligations.
These obligations include filing regular income taxes every year and potentially value-added taxes, depending on the business activities.
Failure to adhere to tax regulations can cause heavy fines or even lead to shutting down operations entirely, thus making proper tax registration an essential element of any successful entrepreneurial endeavour in Sweden.
Getting permits is an important step in registering your venture in Sweden. Depending on what you do, you may need to get specific licences and permits before you can legally operate.
These may include building permits, environmental permits, or health and safety certificates. It’s essential to research and identify all necessary licences upfront to avoid any potential legal issues down the line.
Besides local regulations, there are several national agencies responsible for issuing certain permits, such as the Swedish Environmental Protection Agency and the Health and Social Care Inspectorate. Each agency has its own guidelines and requirements that you must follow before obtaining a permit.
Entrepreneurs should expect to dedicate significant time to understanding these processes prior to applying for any needed permission from authorities. You can check here for the permits you will be required to apply for to carry out your business.
Frequently Asked Questions
How do I find my company registration number in Sweden?
There is a business register for companies registered in Sweden. You can retrieve your registration number by searching for your company name. You can access it here.
Where are Swedish companies registered?
Swedish companies are registered at the Bolagsverket, which is the Swedish Companies Registration Office.
How do I check if a company is registered in Sweden?
You can check if a company is registered by making inquiries at the Bolagsverket. You can also do an online search here.
Is there a company house in Sweden?
Yes. It is called the Bolagsverket in Swedish.
How much does it cost to register a business in Sweden?
This depends on the legal structure you wish to register. You can find a compilation of the fees here.