How to register an aktiebolag (limited company) in Sweden, step by step

An aktiebolag (limited company) is created by registration, not by starting to trade. Bolagsverket’s registration is the act that turns a company into a legal entity with its own registration number. The process below follows Bolagsverket’s set-up page step for step. It is not legal advice.

The founders

A limited company is formed by one or more founders. A founder can be a natural person or a legal entity. Residency requirements apply and are described on Bolagsverket’s “Residing abroad” pages; foreign founders should also read starting a business in Sweden as a foreign citizen.

Step 1: memorandum of association and articles of association

The formation starts with a document called the memorandum of association. It must state, among other things, the share price, information about board members, and a draft of the articles of association. The articles of association state the business name and activities.

Step 2: subscribe for and pay for shares

Founders may subscribe for shares; all subscribers are listed in the memorandum and sign it. Not every founder needs to subscribe. The share capital must be deposited into a specific bank account or contributed in kind. The share capital of a private limited company must be at least SEK 25,000 (SEK 500,000 for a public limited company).

Step 3: the bank certificate

The bank issues a certificate on a special form, not an ordinary deposit receipt, proving the share capital has been paid. The bank must be Swedish or from within the European Economic Area (EEA), and the certificate must be translated into Swedish and sent to Bolagsverket.

Step 4: sign the memorandum of association

When all founders have signed, the company is formed as a matter of formation law, but it still needs registration to become a legal entity.

Step 5: apply for registration and pay the fee

Apply using form 816 e, “Registration of a new company”, no later than six months after the memorandum of association was drawn up. The registration fee on the paper route is SEK 2,700. With a Swedish electronic identification, the application can be filed online at verksamt.se; the e-service is in Swedish only and its prices differ.

Step 6: registration

Bolagsverket decides to register the company and assigns a registration number. A certificate of registration in Swedish is issued. From this point the company is a legal entity and business activity can start.

Step 7: register beneficial ownership information

Newly registered limited companies must register beneficial ownership information with Bolagsverket within four weeks of registration.

After formation

An annual report must be filed with Bolagsverket within seven months of the financial year end. Tax registrations with Skatteverket follow separately; the forms involved are mapped in the Swedish small business forms guide. For the choice between this structure and the sole trader route, see enskild firma vs aktiebolag.