Skip to content
Free Consultation

Sweden Business Formation

Register a Company in Sweden Nordic Stability, EU Access

Sweden is a transparent, digital place to do business, with a 20.6% corporate tax and no notary. As an American living abroad, plan for the EEA board rule and the lack of a Swedish e-ID.

In short

The usual structure is the aktiebolag (AB), a private limited company with minimum share capital of SEK 25,000 (about €2,200), paid into a Swedish bank. Registration with Bolagsverket costs SEK 2,400 online or SEK 2,700 on paper, with no notary — but the online service needs a Swedish e-ID such as BankID. At least half of the board must live in the EEA unless Bolagsverket grants an exemption. Corporate tax is 20.6%, VAT 25%, and employer contributions 31.42%. Dividends to US shareholders are taxed at 15% (5% for companies with 10% of the votes) under the treaty. A company does not give you a residence permit — that needs the self-employment permit.

Swedish company: key facts

Last verified 28 September 2026
Aktiebolag (AB)Minimum share capital SEK 25,000 (about €2,200) since 2020, paid into a bank that issues a certificate; a public AB needs SEK 500,000# Source: Aktiebolagslag (2005:551) 1 kap. 5 § · Lägre kapitalkrav för privata aktiebolag, bet. 2019/20:CU5 · Registrera aktiebolag på Verksamt – checklistan (Driva Eget)
Registration feeSEK 2,400 online or SEK 2,700 on paper to register a new AB with Bolagsverket (since 19 June 2025); no notary needed# Source: Förordning SFS 2025:343 om ändring i aktiebolagsförordningen (2005:559) · Aktiebolagslag (2005:551) 1 kap. 5 §
Filing without Swedish e-IDThe online service needs a Swedish e-ID such as BankID; without one you file on paper or through a representative# Source: Förordning SFS 2025:343 om ändring i aktiebolagsförordningen (2005:559) · Bolagsverket – e-legitimation
Board residence ruleAt least half of the board members and half of the deputies must live in the EEA unless Bolagsverket grants an exemption; a board of fewer than 3 needs a deputy# Source: Aktiebolagslag (2005:551) 8 kap. – styrelsens sammansättning · Starting a business in Sweden 2026 (Business Sweden)
Service-of-process agentIf nobody authorised to represent the company lives in Sweden, the AB must register a Sweden-resident person to receive legal documents# Source: Aktiebolagslag (2005:551) 8 kap. – styrelsens sammansättning
Corporate tax20.6% flat, with no local corporate taxes; up to 25% of profit can be set aside in a tax allocation reserve for 6 years# Source: Belopp och procent – inkomstår 2026 (Skatteverket) · Sweden – Corporate – Taxes on corporate income (PwC) · Sweden – Corporate – Deductions (PwC, reviewed 22 Sep 2026)
VAT25% standard; 12% for hotels and restaurants; 6% for books, transport and culture — and for food from 1 April 2026 to 31 December 2027# Source: Momsredovisning 2026 (Pleo, summary of Skatteverket rates) · Matmoms 2026: därför blir det sänkt moms på livsmedel (Spiris)
Employer contributions31.42% of salary in 2026 (10.21% for employees born 1938–1958; a temporary 20.81% youth rate from April 2026)# Source: Arbetsgivaravgifter (Skatteverket)
Owner dividends (3:12)New rules from 2026: dividends up to a basic amount of SEK 333,600 per company (plus a wage-based amount) are taxed at 20%; more is taxed as salary# Source: Lagändringarna i 3:12-regelverket – detta gäller från 1 januari 2026 (RSM)
AuditA private AB needs an auditor once it exceeds two of these in each of the last two years: 3 employees, SEK 1.5 million balance sheet, SEK 3 million net sales# Source: Stora vinster med att lätta på revisionsplikten (Företagarna, Mar 2026)
Beneficial ownersOwners with more than 25% must be reported to Bolagsverket within 4 weeks of registration and of any change# Source: Rätt Bolagsrätt – Verklig huvudman (FAR Online)
Dividends to the USSweden withholds 30% on dividends to non-residents; the US treaty cuts this to 15% (5% for a US company with 10% of the votes, 0% in some cases)# Source: PwC Worldwide Tax Summaries – Sweden: Withholding taxes
US anti-deferral taxGILTI is called NCTI from 2026; the high-tax exclusion needs an effective foreign rate above 18.9% — Sweden's 20.6% usually clears it, but tax-base differences can push the effective rate below# Source: 26 U.S.C. s.951A (Office of the Law Revision Counsel) · Greenback Tax Services - GILTI high-tax exception
US entity classificationA private aktiebolag can elect its US tax classification (Form 8832); only the public AB is a per se corporation# Source: 26 CFR 301.7701-2 (Cornell LII)

Download these facts (CSV)

Not American?

Canadians, Australians, Brits and other non-EU citizens: the same rules apply

Swedish company law is the same for every foreign founder, so Canadians, Australians, New Zealanders and Brits register an AB exactly as described here. Only a few points differ:

  • Canada
  • Australia
  • New Zealand
  • United Kingdom
  • Japan
  • South Korea
  • + other visa-free countries
Living in SwedenA company does not give you residence. Non-EU founders who want to live in Sweden need a permit, such as the self-employment permit.
Home-country taxUS citizens are taxed on worldwide income and have extra filings (Form 5471, FBAR, NCTI). Other nationals usually aren't taxed this way.
Tax treaty with SwedenSweden has income tax treaties with the US and many other countries, including Canada, Australia, New Zealand and the UK.
Documents from abroadNeed an apostille; the US, Canada (since 11 Jan 2024), the UK, Australia and NZ issue them.Source: HCCH: Apostille Convention status table

At a Glance

Swedish Company Formation in Numbers

20.6%Corporate income tax — usually above the 18.9% US high-tax threshold
SEK 25,000Minimum share capital for a private aktiebolag (about €2,200) since 2020
SEK 2,400Bolagsverket registration fee online (SEK 2,700 on paper)

Why Sweden

Why Americans Register Companies in Sweden

Sweden combines a simple corporate tax with transparent institutions and digital administration. One application on verksamt.se registers the company with Bolagsverket and with Skatteverket for F-tax, VAT and employer registration. No notary is needed.

Stockholm's track record speaks for itself — Skype, Spotify, Klarna, King, iZettle and Mojang all started there — and English is spoken almost everywhere in business. The catches for Americans abroad are the EEA board rule and the Swedish e-ID that the online service expects.

Business Structures

Which Entity Type Is Right for You?

Most Popular

Private Limited Company

AB — aktiebolag

The standard choice for foreign founders. Minimum share capital SEK 25,000. At least half of the board — and of the deputies — must live in the EEA unless Bolagsverket grants an exemption; a board of 1–2 members needs a deputy. A managing director (VD) is optional.

Min. capital
SEK 25,000
Board
1+ member and a deputy
Liability
Limited to capital
Larger Businesses

Public Limited Company

Publikt aktiebolag (publ)

For listed companies and public share offerings; always needs an auditor and a VD.

Min. capital
SEK 500,000
Sole Traders

Sole Trader

Enskild firma

Registered with Skatteverket, with unlimited personal liability. A trader living outside the EEA must instead run the business through a registered branch with a Sweden-resident manager.

Min. capital
None
Liability
Unlimited
Partnerships

Trading / Limited Partnership

Handelsbolag / Kommanditbolag

Two or more partners; an HB's partners — and a KB's general partner — are personally liable. Must be registered with Bolagsverket.

Min. capital
None
Liability
Unlimited for general partners
US Companies

Branch

Filial

A US company can trade through a registered branch — no capital, separate accounts, and an EEA-resident managing director unless exempted. Profits are taxed in Sweden at 20.6%.

Min. capital
None
Legal entity
No (part of the US company)

Tax Environment

Sweden's Corporate Tax Framework (2026)

Swedish companies pay a flat 20.6% corporate tax, with no municipal add-on. Up to 25% of the year's profit can be set aside in a tax allocation reserve (periodiseringsfond) and taxed up to 6 years later.

20.6%Corporate income tax on the taxable profit of Swedish companies
25%Standard VAT (12% hotels and restaurants; 6% books, transport, culture — and food from April 2026 to end-2027)
31.42%Employer social contributions on salaries (2026)
Owner dividends — the 3:12 rules

Owners who work in their own company pay 20% on dividends up to a yearly limit and salary-level tax above it. From 2026 the limit is a basic amount of SEK 333,600 per company (shared among owners) plus a wage-based amount, and the old salary and 4% ownership conditions are gone.

Treaty and dividends

Sweden withholds 30% on dividends to non-residents. Under the US–Sweden treaty (1994, protocol 2005) the rate falls to 15%, or 5% for a US company holding at least 10% of the votes, and 0% in some cases. Sweden does not tax interest or royalties paid abroad.

US citizens & Green Card holdersUS tax obligations for Swedish company owners

US citizens and Green Card holders are taxed on worldwide income. Owning a Swedish AB usually means Form 5471, and an FBAR if your foreign accounts exceed $10,000 in total. From tax years starting in 2026, GILTI is called net CFC tested income (NCTI). The high-tax exclusion needs an effective foreign rate above 18.9% — Sweden's 20.6% usually clears it, but deferrals such as the tax allocation reserve can push the effective rate below, so it is not automatic. A private AB can elect its US classification (Form 8832). Consult a US international tax adviser before incorporating.

Step-by-Step Process

How to Register a Company in Sweden

Registration runs through verksamt.se, the joint service of Bolagsverket and Skatteverket. Signing online needs a Swedish e-ID such as BankID — without one you file on paper or through a representative.

  1. Plan the board and the EEA rule Decision

    At least half of the board members and deputies must live in the EEA, or you apply to Bolagsverket for an exemption. If nobody who can represent the company lives in Sweden, register a Sweden-resident person to receive legal documents.

  2. Choose the company name Name check

    The name must be distinctive from names already registered. Check it in Bolagsverket's register before filing.

  3. Draw up the founding documents No notary

    The memorandum (stiftelseurkund) with the articles of association (bolagsordning) attached. No notary is needed.

  4. Pay in the share capital SEK 25,000

    Deposit at least SEK 25,000 with a Swedish bank and get a bank certificate (bankintyg). Banks run full know-your-customer checks, which can take time for non-residents.

  5. Register with Bolagsverket SEK 2,400

    File online (SEK 2,400) or on paper (SEK 2,700). You receive a 10-digit organisation number once registered.

  6. F-tax and VAT With registration

    Register for F-tax and VAT with Skatteverket, usually in the same verksamt.se application or on paper form SKV 4620.

  7. Beneficial owners and employer registration Within 4 weeks

    Report owners with more than 25% to Bolagsverket within 4 weeks. Register as an employer before paying salaries, including your own.

Costs & Fees

What Does It Cost to Register a Company in Sweden?

Cost itemNotesAmount
Registration feeNew aktiebolag, Bolagsverket e-service (since 19 June 2025).SEK 2,400
Registration fee (paper)Paper form signed by hand.SEK 2,700
Share capitalLegal minimum for a private AB; stays in the company.SEK 25,000
Board changeRegistering a new board member or auditor online.SEK 1,000
Sole trader / partnershipRegistration in the trade register online.SEK 1,800

Fees from the Bolagsverket fee ordinance (SFS 2025:343 and 2025:355). Source: SFS 2025:343 · SFS 2025:355

Ongoing Obligations

Post-Registration Requirements

  • Annual report and tax return

    Hold the AGM within 6 months of year-end and file the annual report with Bolagsverket within 1 month after — late filing costs from SEK 7,500. Calendar-year companies file their tax return (inkomstdeklaration 2) by 1 July.

  • VAT returns

    Annual, quarterly or monthly depending on turnover — annual is allowed up to SEK 1 million.

  • Payroll

    File a monthly employer declaration at individual level and pay 31.42% employer contributions. A business hiring its first employees can get växa-stöd (only 10.21% on pay up to SEK 35,000 a month for 24 months).

  • Audit

    An auditor is needed once the company exceeds two of these in each of the last two years — 3 employees, SEK 1.5 million balance sheet, SEK 3 million net sales.

  • Board

    Keep at least half of the board EEA-resident (or an exemption) and a registered service-of-process agent if nobody lives in Sweden.

Expert Notes

What Americans Should Know Before Registering in Sweden

  • The EEA board rule shapes your structure

    A sole American director living in the US needs an exemption from Bolagsverket — or an EEA-resident co-director. Once you live in Sweden, the rule is met.

  • No BankID, no online filing

    BankID needs a personnummer. Non-residents usually file on paper or through a representative, and opening the bank account can take longer than the registration itself.

  • VAT exemption is not for US companies

    The SEK 120,000 small-business VAT exemption is for businesses established in Sweden or the EU. A US company selling in Sweden registers for VAT from the first taxable sale, unless reverse charge applies.

  • Check the 3:12 rules before paying dividends

    The 2026 reform made owner dividends simpler and often cheaper — but get Swedish advice on the limit before you plan your pay.

  • A company is not a permit

    Owning an AB does not let you live in Sweden. The self-employment permit needs 51% ownership, experience and SEK 200,000 of your own money — see our Sweden overview.

A Swedish company is right for you if…

  • You want a stable, transparent Nordic base with EU market access
  • You can meet the EEA board rule or apply for an exemption
  • You have a plan for banking and signing without a Swedish e-ID
  • You have checked the US tax position (NCTI, Form 5471)
  • You plan to hire in Sweden and can budget for 31.42% employer contributions

FAQ

Frequently asked questions

What is the minimum share capital for a Swedish AB?

SEK 25,000 (about €2,200) for a private aktiebolag since 1 January 2020. A public AB needs SEK 500,000.

Do I need a Swedish-resident director?

At least half of the board members and deputies must live in the EEA — not necessarily Sweden — unless Bolagsverket grants an exemption. If nobody who can represent the company lives in Sweden, you must register a Sweden-resident person to receive legal documents.

How much does it cost to register a company in Sweden?

SEK 2,400 online or SEK 2,700 on paper for a new AB (since June 2025), plus SEK 25,000 share capital that stays in the company.

What is Sweden's corporate tax rate?

20.6%, with no local corporate taxes. Up to 25% of profit can be deferred for 6 years in a tax allocation reserve.

When do I need to register for VAT in Sweden?

Businesses established in Sweden can apply for exemption up to SEK 120,000 turnover a year; above that, or for non-EU companies, you register for VAT. The standard rate is 25%.

Sweden

Everything about moving to Sweden

Company formation · other countries

Company formation in other countries

Written by US GO EU Team SwedenResearched from official Swedish sources · How we research and update

✓ Facts verified 28 September 2026

Ready to Register Your EU Company in Sweden?

We connect you with trusted Swedish accountants and lawyers — from Bolagsverket registration and the board exemption to F-tax, VAT, payroll and annual reporting.

Schedule Free Consultation →