Sweden for founders: company, tax and banking
SwedenEurope- Residence of board and managing director
- At least half of the board and the managing director in the EEA, unless Bolagsverket grants an exemption
- As of 3 November 2026 · [1]
Overview
Sweden keeps company law, registration and tax in clearly separated hands. The Companies Act sets the rules for the aktiebolag, Bolagsverket registers the company and its beneficial owners, and Skatteverket, the tax agency, handles corporate tax, VAT and payroll. A private AB is the form a foreign founder or group usually compares with a branch.
Profits of a Swedish company are taxed at 20.6% for income year 2026. Dividends paid to shareholders abroad carry a 30% withholding tax as the main rule, which a tax treaty can reduce, and a Swedish AB that holds business-related shares in other companies is generally not taxed on their dividends or on gains when it sells them.
The rules that matter most for founders abroad concern people, not money. At least half of the board members and the managing director, if there is one, must live in the European Economic Area unless Bolagsverket grants an exemption, and a company without an authorised representative living in Sweden must authorise someone resident there to accept service of documents.
Redomiciled coordinates the Swedish setup and the ongoing filings with Swedish accountants and corporate service providers; Swedish tax advisers, and advisers where you live, give the tax advice.
Sweden company formation: setting up a Swedish AB
A Swedish aktiebolag (AB) is a limited company whose shareholders are not personally liable for its obligations. As of November 2026, a private AB is formed with at least SEK 25,000 of share capital paid in before registration with Bolagsverket, and its profits are taxed at 20.6% for income year 2026.
An AB is founded by one or more natural or legal persons who sign a founding deed with the articles of association, subscribe for all the shares and pay for them. Payment in money goes into a special account at a bank or another EEA credit institution, which certifies it; payment in kind needs an auditor's statement. The board then applies to Bolagsverket for registration within six months of the deed being signed.
The board has one or more members and, with fewer than three, at least one deputy. A managing director is optional in a private AB. At least half of the board members and the managing director must live in the EEA unless Bolagsverket grants an exemption, the articles name a seat in Sweden, and a company without an authorised representative living in Sweden authorises a Swedish resident to accept service.
Beneficial owners are reported to Bolagsverket together with the registration application and every change without delay. VAT registration and employer registration are made with Skatteverket; a company whose annual turnover in Sweden stays at or below SEK 120,000 usually does not have to register for VAT.
A foreign company can also work through a branch, a filial, registered with Bolagsverket. It is led by a managing director who must live in the EEA unless an exemption is granted. Each year it files the parent's accounts where these are made public in its home country, and its own branch accounts unless the parent is an EEA company comparable to an AB.
Redomiciled coordinates registration, the local representative where one is needed, bookkeeping, annual reporting, and tax, VAT and payroll registrations with Swedish providers; Swedish advisers give the legal and tax advice.
Who it suits
Companies entering the Swedish market
You sell to Swedish customers or hire staff in Sweden and want a local company rather than serving the market from abroad.
Groups adding a Nordic subsidiary
Your group needs a Swedish entity for contracts, staff or tenders, held by a parent company in another country.
Founders who live in the EEA
The residence rules for the board and the managing director are met without an exemption when the people running the company live in the EEA.
Holding and investment structures
A Swedish AB holding business-related shares is generally not taxed on their dividends or on gains when it sells them; the conditions need checking case by case.
Requirements
- Required
Share capital of at least SEK 25,000
Paid in before registration: in money through a special account with a bank's certificate, or in kind with an auditor's statement.
- Required
Board with at least one member
With fewer than three members, at least one deputy. A legal person cannot sit on the board.
- Required
EEA residence of board and managing director
At least half of the board members and the managing director live in the EEA; Bolagsverket can grant an exemption for special reasons.
- Required
Seat in Sweden
The articles of association name the place in Sweden where the board has its seat.
- Required
Person in Sweden to accept service
Needed when no authorised representative of the company lives in Sweden; the board authorises a Swedish resident.
- Required
Beneficial owners reported
Reported to Bolagsverket with the registration application, and every change without delay.
- Depends on your case
Auditor
A private AB can opt out in its articles while it stays below the size limits.
- Depends on your case
VAT registration
Usually needed once annual turnover in Sweden exceeds SEK 120,000; registration is with Skatteverket.
Documents
- Founding deed and articles of associationThe stiftelseurkund, signed by the founders, with the bolagsordning attached.
- Proof of payment of the share capitalThe credit institution's certificate for payment in money, or the auditor's statement for payment in kind.
- Details of the board, deputies and managing directorNames, identity details and addresses, including where each person lives.
- Beneficial owner informationWho ultimately owns or controls the company, reported together with the registration.
- Authorisation for service of documentsWhere no authorised representative lives in Sweden, the authorisation of the Swedish resident who accepts service.
- Board
- 1 or more members; at least 1 deputy with fewer than 3 membersAs of 3 November 2026 · [1]
- Person in Sweden to accept service
- Required when no authorised representative of the company lives in SwedenAs of 3 November 2026 · [1]
- Application for registration
- Within 6 months of signing the founding deedAs of 3 November 2026 · [1]
- Withholding tax on dividends to non-residents (kupongskatt)
- 30% as the main rule; a tax treaty can reduce itAs of 3 November 2026 · [4]
- VAT registration
- Usually not required up to SEK 120,000 of annual turnover in SwedenAs of 3 November 2026 · [6]
- Annual general meeting
- Within 6 months of the end of the financial yearAs of 3 November 2026 · [1]
- Annual report to Bolagsverket
- Within 1 month after the general meeting adopts the accountsAs of 3 November 2026 · [12]
- Auditor, private AB
- Optional unless more than 1 of these is exceeded in each of the last 2 years: 3 employees, SEK 1.5 million balance sheet, SEK 3 million net turnoverAs of 3 November 2026 · [1]
- Employer contributions, full rate
- 31.42% of gross salary and benefits (2026)As of 3 November 2026 · [10]
- Employer declaration
- By the 12th of the following month for most employersAs of 3 November 2026 · [9]
Timeline
- 1Structure and peopleAgree who holds the shares, whether a holding company sits above, who sits on the board and whether the residence rules need an exemption.
- 2Founding deed and capitalSign the founding deed with the articles, subscribe for the shares and pay the capital into the special account or contribute it in kind.
- 3Registration with BolagsverketThe board applies within six months of the deed being signed and reports the beneficial owners at the same time.
- 4Tax registrationsRegister for VAT where required and as an employer before paying salaries, both with Skatteverket.
- 5Bank and bookkeepingOpen the operating account after the bank's due diligence and set up the accounts the annual report will be based on.
- 6Ongoing complianceMonthly employer declarations, VAT returns, the annual general meeting, the annual report and the income tax return.
Tax notes
- A Swedish AB pays state income tax at 20.6% on its profits for income year 2026. The company files an income tax return after every financial year; Skatteverket sets the deadline by the month in which the financial year ends.
- Dividends to shareholders who are not resident in Sweden are subject to kupongskatt, a withholding tax of 30% as the main rule. A tax treaty can reduce it, either when the dividend is paid or through a refund afterwards.
- Dividends on business-related shares (näringsbetingade andelar) are not taxed in a Swedish AB, and capital gains on such shares are not taxed either, subject to conditions such as a holding period for listed shares.
- VAT is 25% on most goods and services, with reduced rates of 12% and 6%. A company with its seat in Sweden and annual turnover in Sweden of at most SEK 120,000 usually does not have to register for VAT.
- An employer pays employer contributions of 31.42% on gross salaries and taxable benefits at the full rate for 2026, with reductions for some age groups, and files an employer declaration for each month, by the 12th of the following month for most employers.
General information, not tax advice. Your position depends on your circumstances.
Banking fit
- Paying the share capital in money needs an account at a bank or another EEA credit institution before registration, so the first banking contact comes early.
- Swedish banks work through the company's ownership and control structure and the beneficial owner register before they open an account; a clear structure chart and business description help.
- Companies have no general right to a payment account in Sweden, so each bank decides after its own due diligence; institutions elsewhere in the EEA can complement a Swedish account.
Keeping a Swedish company in good standing
The annual general meeting is held within six months of the end of the financial year, and certified copies of the annual report reach Bolagsverket within one month after the meeting adopts the accounts. The income tax return follows the deadline Skatteverket sets for that financial year.
The board must keep meeting the residence rules: at least half of its members and the managing director in the EEA unless an exemption has been granted. Without an authorised representative living in Sweden, the person authorised to accept service must stay in place.
Changes to beneficial ownership are reported to Bolagsverket without delay. A private AB that opted out of an auditor checks each year whether it now exceeds more than one of the three size limits in two consecutive years.
Questions
Can a non-resident be the only board member of a Swedish AB?
With a one-member board, that member must live in the EEA unless Bolagsverket grants an exemption, which it can do in an individual case for special reasons. A board with fewer than three members also needs at least one deputy.
How much share capital does a Swedish AB need?
At least SEK 25,000 for a private AB, paid in before registration. Money goes into a special account at a bank or another EEA credit institution, which certifies the payment; capital contributed in kind needs an auditor's statement.
Does a Swedish AB need an auditor?
A private AB can opt out of an auditor in its articles unless it exceeds more than one of three limits in each of the last two financial years: more than 3 employees on average, a balance sheet over SEK 1.5 million, or net turnover over SEK 3 million.
When is the annual report of a Swedish AB due?
The annual general meeting is held within six months of the year end, and certified copies of the annual report must reach Bolagsverket within one month after the meeting adopts the accounts.
Does a Swedish company have to register for VAT?
Usually not while its annual turnover in Sweden stays at or below SEK 120,000 and its seat is in Sweden. Above that, it registers with Skatteverket. The standard rate is 25%.
Can I open a branch in Sweden instead of an AB?
Yes. A foreign company can run its Swedish business through a branch registered with Bolagsverket. The branch is led by a managing director who lives in the EEA unless exempted, and it files accounts with Bolagsverket each year.
Banking in our network
We do not publish institution names: the right partner depends on your profile, and each institution keeps its own view on who it will serve.
60+
Banking partners across Europe in our network
No partner institution in our network is based here; companies and residents here are introduced to partners in other jurisdictions.
- Share capital paid in money goes into a special account that the founders open at a bank, a credit market company or a credit institution in the EEA, and the institution's certificate is part of the registration. A founder who pays the capital in cash therefore needs a bank relationship before the company exists.
- Under the Anti-Money Laundering Act a Swedish bank identifies the company from registry extracts, works out its ownership and control structure, searches the register of beneficial owners and asks about the purpose and nature of the relationship. It may not open an account without sufficient knowledge of the customer.
- Finansinspektionen, the financial supervisor, has said that refusing whole groups of customers is not compatible with the risk-based approach, and also that companies have no general right to a payment account. Each bank decides after its own due diligence.
Do I need a Swedish bank account to form an AB?
Not necessarily. Share capital paid in money goes into a special account the founders open at a bank, a credit market company or a corresponding credit institution elsewhere in the EEA, whose certificate is needed to register. If the founding deed provides for it, capital can instead be contributed in kind, with an auditor's statement.
What does a Swedish bank check before opening a company account?
The company's identity from a registry extract, its ownership and control structure, its beneficial owners (the bank searches the register) and the purpose and nature of the relationship. Where the risk is high, the law requires particularly extensive checks, which can include where the money comes from.
Does a company have a right to a bank account in Sweden?
No. Finansinspektionen states that companies have no general right to a payment account, because the law contains no general obligation to contract like the one for consumers. A bank may also not open an account if it lacks sufficient knowledge of the customer.
Does the bank keep checking after the account is open?
Yes. Banks follow up ongoing business relationships and update what they know when needed. A Swedish company must also hand its documentation on beneficial owners to the bank when the bank asks for it.
Questions
Can a foreigner start a company in Sweden?
Yes. The Companies Act lets one or more natural or legal persons found an AB. The residence rules apply to management: at least half of the board and the managing director must live in the EEA unless Bolagsverket grants an exemption in an individual case.
What is the corporate tax rate in Sweden?
Skatteverket states 20.6% for income year 2026. Dividends to shareholders abroad carry a 30% withholding tax as the main rule, which a tax treaty can reduce at payment or through a refund afterwards.
Does a Swedish company need a Swedish address?
Its articles must name the place in Sweden where the board has its seat. If no authorised representative of the company lives in Sweden, the board must authorise a person resident in Sweden to accept service of documents on the company's behalf.
Sources
- 1.Sveriges riksdag: Companies Act (Aktiebolagslag 2005:551), consolidated text, retrieved 2026-11-03
- 2.Skatteverket: For you who want to start a business, retrieved 2026-11-03
- 3.Skatteverket: Amounts and percentages, income year 2026, retrieved 2026-11-03
- 4.Skatteverket: Withholding tax on dividends (kupongskatt) for payers, retrieved 2026-11-03
- 5.Skatteverket: VAT rates and exemptions, retrieved 2026-11-03
- 6.Skatteverket: VAT registration when annual turnover is at most SEK 120,000, retrieved 2026-11-03
- 7.Skatteverket: Income tax return of a limited company, retrieved 2026-11-03
- 8.Skatteverket: Register as an employer, retrieved 2026-11-03
- 9.Skatteverket: Filing the employer declaration, retrieved 2026-11-03
- 10.Skatteverket: Employer contributions, retrieved 2026-11-03
- 11.Sveriges riksdag: Act on the registration of beneficial owners (Lag 2017:631), retrieved 2026-11-03
- 12.Sveriges riksdag: Annual Accounts Act (Årsredovisningslag 1995:1554), retrieved 2026-11-03
- 13.Sveriges riksdag: Act on foreign branches (Lag 1992:160), retrieved 2026-11-03
- 14.Skatteverket: Registering a foreign company's business in Sweden, retrieved 2026-11-03
- 15.Sveriges riksdag: Income Tax Act (Inkomstskattelag 1999:1229), retrieved 2026-11-03
- 16.Sveriges riksdag: Anti-Money Laundering Act (Lag 2017:630), retrieved 2026-11-03
- 17.Finansinspektionen: The right to a payment account (report, 15 December 2023), retrieved 2026-11-03
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