Welche Arten von Unternehmensformen möglich sind

Welche Art des Unternehmens Sie in Schweden registrieren, hängt von unterschiedlichen, teils sehr persönlichen Faktoren ab. Beispielsweise davon, wie viel Sie bereit sind zu investieren, wie viele Teilhaber an der Firma sein sollen, welches Risiko Sie bereit sind einzugehen und anderen Faktoren.

Auf dieser Seite finden Sie Basisinformationen über Aktiebolag (AB), Branch, Handelsbolag, Kommanditbolag, Enskild Näringsidkare und Ekonomisk Förening.

Die Information ist nur auf Englisch verfügbar.

Kontaktieren Sie INVA, wir helfen Ihnen die richtige Gesellschaftsform zu finden!

 

The Companies Guide from Bolagsverket - helps you choosing the right type of company.

Registration of the Company - in swedish only: Företagsregistrering

Prices and Fees - Bolagsverket (Swedish Company Registration Office)

 

Limited Liability Company (Aktiebolag, AB)

Ownership:
both several co-owners and single entrepreneur

The founding shareholders invest capital and decide the basic rules of the company, know as the articles of association (bolagsordningen). They elect the board of directors and auditor.

Share:
for a company classes as private (privat): a minimum of 50 000 SEK
for a company classed public (publikt): a minimum of 500 000 SEK

Certain differences exist between them in terms of applicable regulations.

Requirements for founders:
Founder must be 18 years or older and not have a custodian or be in a state of bankruptcy.

Registration:
Registration at Bolagsverket, you will receive a registration number (company´s identification). The registration number should appear on the company´s letterhead, invoices and order forms.

It costs 1900 - 2200 SEK to register a company.

- registering a company name
The company name is registered with Bolagsverket to ensure it will not be taken by another business. The name protection for an AB (Limited Liability Company) is valid for Sweden and for the business activity that the company has registered. The name must not be similar to any other registered company name or trademark, it must not be misleading, and it must do more than merely describe the business activity. All company names include the Swedish word for limited liability company, aktiebolag, AB.

-registering for tax
Company register as such by filling in a Skatte-och avgiftsanmälan form (Noticifaction of Tax and Contributions Liability) and sendig it to the Swedish Tax Agency (Skatteverket).

More information:
More information about Limited Liability Company at Invest Sweden homepage.

Tax Agency (Skatteverket - Swedish Tax Authority)

Prices and fees for Limited Liability Company (Bolagsverket - Swedish Company Registration Office)

 

Branch

A branch (filial) is not a seperate legal entity but a part of the foreign-based company - a divisional office.

It is subject to the Swedish law and the decisions of the Swedish authorities as legal matters arising in connection with its business activities in Sweden

Ownership:
a foreign-based company can only have one branch in Sweden. Needs to have a managing director who is resident in the European Economic Area (EEA). If the managing director is based outside Sweden (but within EEA), a local manager authorized to accept service of process and who is resident in Sweden must be appointed.

Share:
A branch has no share capital, its assets and liabilities are a part of the total assets of the foreign-based company.

Registration:
at Bolagsverket. A company seeking to register a branch in Sweden must be registered as a legal entity in its country of origin and engage in business activities here. Detailed information on the foreign-based company needed, including a certificate of incorporation for the foreign-based company as well as copies of the foreign-based company´s two latest annual reports.

Registration fee 2000 SEK.

After complete registration you will receive a registration number. After receiving the registration number, the branch can start business. The registration number should be printed on the branch´s letterhead, invoices and order forms.

-registering the branch name
The branch name should include the full name of the foreign-based company and its company structure plus the word filial.

-registering for tax
Branch tax rules are similar to those for limited liability companies (AB).

Register for taxes and as an employer with the Swedish Tax Authorities (Skatteverket).

More information:
Invest Sweden- Starting a branch
Bolagsverket (Swedish Companies Registration Office)
Skatteverket (Swedish Tax Authority)

 

Trading Partnership (Handelsbolag, HB)

Ownership:
Two ore more owners. As a partner you are personally liable for the partnership´s agreements and depts. That means, you can be forced to pay off the partnership´s debts yourself from your own personal fund. You are not treated as employees, but trading partners may employ staff.

Partnership agreement: written agreement (recommendet) on division of labour, how profits and losses are to be distributed and what would happen if a partner wishes to leave the partnership etc.

You will not get a salary from your business, the partners share the profit. Each partner pays income tax and national insurance contribution on their share of the surplus from the business.

Share/start capital:
no starting capital is needed, apart of the capital needed to operate the business

Registration:
at Bolagsverket (Swedish Companies Registration). You will receive a company registration number. see above. 

-registration of name
The name of the trading partnership is protected in the county in which it is registered.

 and

Limited partnership (kommanditbolag)

Limited partnership has the same rules as trading partnership with a few exceptions.

A limited parntership is a special form of trading partnership. There must be least one partner with limited liability (limited partner) and at least one with unlimited liability (general partner).

The limited partners who just makes capital contributions, are liable for the capital contribution which they have made to the business. This contribution has to be registered with the Bolagsverket.

More information:
Bolagsverket (Swedish Companies Registration Office)

 

Sole trader (enskild näringsidkare)

Ownership:
One person, who is personally responsible for all the commitmens of the business -depts and agreements signed. You must keep the finances of your business and your private one seperated. Sole traders do not receive a salary from the business. You will pay income tax and national insurance contributions on the surplus from your business operations.

A sole trader is not a legal entity.

Share/ Start capital:
no starting capital is needed, apart of the capital needed to operate the business

Registration:
Your personal ID number is the identification number of you business. No need for registration with Bolagsverket, but if you do so your business name is protected in the county where you are registered.

-registration for tax:
at Skatteverket - Notificaton of Liability for taxes and contributions is required to get necessary forms such as F-tax, VAT etc)

More information:
Bolagsverket (Swedish Companies Registration Office)

 

Economic Association (Ekonomisk förening)

Ownership:
At least three members. The association is created to enable members to benefit financially from the association´s operations. Every member has normally a vote at the general meetings of the association. Economic Associations must be audited.

Registration:
at Swedish Companies Registration Office. The economic association will receive a registration number.

-registration of name
The name is protected throughout Sweden.

More information:
Bolagsverket

AnhangGröße
starting business eng 2010.pdf1.34 MB

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