Doing Business in Sweden

Establishing a business in Sweden

A foreign company wishing to do business in Sweden may do so either through a Swedish subsidiary company or a branch office. There are no restrictions for foreign owners in Swedish companies. Corporations exist as non-trading partnerships (enkla bolag), trading partnerships (handelsbolag), limited partnerships (kommanditbolag) and limited liability companies (aktiebolag). The latter is the only corporate form with no personal liability in Sweden and is by far the predominant type of business organization. It is also the form most often used by foreign companies. There are two categories of limited liability companies (aktiebolag), private (privat) and public (publikt). The difference between the two categories is determined by the right to turn to the public for capital. Generally, no operating licenses are required to conduct business in Sweden. There are exceptions for specific areas such as insurance, banking and financial services though investors approved by other EU countries may benefit from mutual recognition of such licenses.

Simple procedures

Incorporating a limited liability company in Sweden is very simple for a foreign investor. An off-the-shelf company already fully organized and registered can be acquired for a nominal fee from law firms or consultant firms. The share capital must be at least SEK 100,000 in a private limited liability company and SEK 500,000 in a public limited liability company.

Exchange control regulations

Sweden has no specific exchange control regulations affecting ordinary commercial transactions of companies doing business in Sweden. There are no specific legal regulations regarding, for example, the right to open currency accounts and keep balances in foreign currencies at Swedish banks.

Taxation regulations

A Swedish limited liability company has to pay Swedish income tax (28 percent) on its worldwide income. From July 2003, capital gains on the sale of subsidiaries are tax-exempt. In addition, dividends paid by foreign subsidiaries to their parent company in Sweden are not taxed in Sweden if certain criteria are met. Sweden has comprehensive tax treaties for the avoidance of double taxation with most countries.

Financial incentives

Employers established in the north of Sweden are allowed a partial reduction of the social security fees payable. There are also grants linked to investments in fixed or intangible assets and to hiring, training and educating personnel. Finally, there are tax reductions available for foreign key personnel. Sweden offers no other tax incentives such as free-trade zones, tax incentives for R&D expenses or lower tax rates for retained earnings for either domestic or foreign investors. Foreign branches A foreign company wishing to establish a business in Sweden without actually starting a Swedish company may also conduct its operations through a Swedish branch (filial). Such a branch may be established without permission from the Swedish authorities. The only requirement is that the branch is entered in the Register of Branches kept by Bolagsverket (Swedish Companies Registration Office). A branch of a foreign company is taxed on the profits of the branch as though it was a Swedish limited liability company

Source: Invest in Sweden Agency

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