Sweden Information
Joined: 21 Oct 2006
Posts: 18
Home Country: sweden
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 Posted: Thu Nov 02, 2006 9:46 am Post subject: DOING BUSINESS IN SWEDEN |
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DOING BUSINESS IN SWEDEN
STARTING A BUSINESS
STANDARDIZED COMPANY
Legal Form: Limited liability company
Minimum Capital Requirement: 100,000
City: Stockholm
Registration Requirements:
Procedure 1. Obtain a written statement from a Swedish bank certifying that the total cash amount to be paid for shares has been deposited in an account
Time to complete: 1 day
Cost to complete: no charge
Procedure 2. Submit the application online to the Swedish Companies Registration Office (Bolagsverket) and obtain the registration certificate
Time to complete: 14 days
Cost to complete: SEK 2000
Comment: All the documents to be filed can be obtained from the website of the Bolagsverket (www.bolagsverket.se) in PDF-format or word-format. The PRV does not charge any cost for the documents. Alternatively, the documents can be ordered from Bolagsverket by phone. The Bolagsverket will send the ordered documents for no charge.
The application can be completed through a website jointly administered by the Bolagsverket and the Swedish Tax Authorities and also allows the applicant to apply simultaneously for tax registrations (VAT, F-tax and preliminary tax) and to be registered as an employer. Most forms still have to be printed out and signed by hand although some can be filed entirely electronically.
Every company is assigned an "organization number". An application for registration of the company must be submitted within six months of the date of signing the deed of formation. The submission is to be made and signed by the board. A copy of the articles of incorporation and a bank's certificate must be supplied. The Bolagsverket checks for uniqueness of the proposed name against its register. Bolagsverket publishes notice in the Official Gazette (Post-och Inrikes Tidningar). The information to be published is name, mailing address, and identity of board members, directors, and all other persons authorized to sign for the company.
The turnaround time for the Swedish Registration Office when registering a new company alters over the year, approximately between 2 - 4 weeks
Procedure 3*. Register with the Swedish Tax Agency (Skatteverket)
Time to complete: 14 days (simultaneous with procedure 2)
Cost to complete: no charge
Comment: A company that aims at pursuing a business in Sweden that is liable to VAT or that will have employees, is required under the Act on Payment of Tax (1997:483) to register itself with the Swedish Tax Agency. In order to be able to deduct VAT and receive payments for services without deduction for preliminary tax (F-tax registration), such registration is a prerequisite. An employer is obliged to withhold social security charges levied on the salary paid out by him and to account for such charges in the monthly returns. Registration with the Swedish Tax Agency should normally (unless there is a particular hindrance) be made two weeks prior to the commencement of the business activities. All application forms can be obtained from the Swedish Tax Agency as PDF-files at the website www.skatteverket.se. They can also be ordered to be sent by post, free of charge.
Note: Procedures sometimes take place simultaneously. Instances of this are marked with an asterisk (*)
FORMS OF BUSINESS ORGANISATIONS
Aktiebolag (AB) is similar to a Public Limited Company
Number of partners/shareholders: No minimum
Minimum and/or maximum capital: At least SEK 100,000. 500,000 for companies making invitation to public savings. Capital is totally subscribed and released.
Liability: Liability is limited to the amount contributed.
Registration fee: About 1% for an AB with a SEK 100,000 capital.
Enskild näringsidkare is a sole proprietorship
Number of partners/shareholders: 1
Minimum and/or maximum capital: No minimum
Liability: Liability unlimited
Registration fee: About SEK 1,000
Handelsbolag or HB is a general partnership
Number of partners/shareholders: Minimum 2 partners
Minimum and/or maximum capital: No minimum capital
Liability: Partners' liability is joint and several towards third parties
Registration fee: Total cost varies from SEK 5,000 to 8,000
Kommanditbolag is a limited partnership
Number of partners/shareholders: 1 or several partners
Minimum and/or maximum capital: No minimum capital
Liability: Liability is limited to the amount contributed, in accordance with the other partners. However, a shareholder must have an unlimited liablility.
Registration fee: Total cost varies from SEK 5,000 and 8,000
Registration and licensing procedures
Registration procedures only apply to the AB. Status must be drawn up in Swedish and are composed of a Memorandum of Association and Articles of Association.
Status registration requires to provide the statutory shareholders meeting's minutes and a Swedish bank certificate attesting deposit of the minimal amount of the registered capital. Status and registration must be made with the Companies Register (Patent och Registreringsverkert, PRV Bolag).
Branches of foreign companies must be also registered with the Companies Register. Documents to include are certified copies of the foreign company's status and a document attesting the identity of managers.
Foreign exchange control
There is no exchange control in Sweden. Free conversion of currencies is carried out as well as the right to transfer capital and profits.
Regulations concerning equity investment
A majority holding interest in the capital of a Swedish company is legal.
Registration and licensing procedures
Registration procedures only apply to the AB. Status must be drawn up in Swedish and are composed of a Memorandum of Association and Articles of Association.
Status registration requires to provide the statutory shareholders meeting's minutes and a Swedish bank certificate attesting deposit of the minimal amount of the registered capital. Status and registration must be made with the Companies Register (Patent och Registreringsverkert, PRV Bolag).
Branches of foreign companies must be also registered with the Companies Register. Documents to include are certified copies of the foreign company's status and a document attesting the identity of managers.
Foreign exchange control
There is no exchange control in Sweden. Free conversion of currencies is carried out as well as the right to transfer capital and profits.
Regulations concerning equity investment
A majority holding interest in the capital of a Swedish company is legal.
TAXES - ACCOUNTING
Corporate tax
Tax rate for resident companies
The corporate tax rate (Bolagsskatt) is 28%.
Tax rate on long-term capital gains
In Sweden, capital gains are taxed at the rate of 30%.
System governing groups of companies and dividends paid by subsidiaries to their parent companies
Dividends paid to non-residents companies:
Payment at the source from 30% or 0% full from discharge (exemption from January 1st, 1992 from share dividends paid to parent companies residents from the EU, taxable to the corporate tax and possessing at least 25% from the capital from the subsidiary).
Infringement by international agreements.
Dividends paid to resident companies:
Payment at the source from 30% if registered shares, giving rights to an attributable tax credit on the income tax according to a specific rate from 30%.
Tax rate on branches
Branches are taxed only on profits realized in Sweden at the corporate tax rate.
Income tax
Fiscal year
The fiscal year begins on January 1st and ends on December 31 of the same year.
Income tax rate
2 taxes are applicable: a State tax and a local tax.
In SEK (State tax + local tax)
1 - 291.800 (0 + 30%)
291.800 - 441.300 (20% + 30%)
> 441.300 (25% +30%)
In 2004, local tax rates vary range from 26 to 34%.
Tax deductions or other allowances
Personal deductions vary between 8 600 to 18 100 SEK.
VAT rates
Standard rates
The base rate is 25%.
Reduced rates
Reduced rates vary between 6% (books, newspapers) and 12% (passengers transport, foods, hotel business). Some goods or services are exempted (bank services, insurances, medical care etc.)
Other important taxes
Land taxes
-1% on commercial premises value, 0.5% on industrial goods value.
Wealth tax applying to individuals
-of 108.838 SEK: constant rate of 1.5%
Succession duty in return for remuneration
-0% to 3%
Successions and donations
-10% to 30%
Accounting
Introduction
The accounting of the Scandinavian countries (Denmark, Finland, Iceland, Norway and Sweden) have a common accounting system thanks to their closely related history and culture. The relation between the accounting and the tax system is the same as in Germany.
General accounting principles
Intangible assets can be booked in the balance sheet or in expenses in the profit and loss account. Physical immobilizations must be estimated at the original- or production cost. Current assets have to appear at the lower cost and value of the market. Stocks are estimated at the weighed average cost or by the FIFO method.
Obligations and publications
Law refers to the notion of "good accounting method" as regards the methods of companies for the elaboration of financial status.
All the companies have to send a copy of their annual report to the legal authorities of the country. This annual report must contain a profit and loss account, a balance sheet and an annual report.
Certification and auditing
The audit is compulsory.
Professionals and representative organizations
The auditors are represented by two professional organisations recognized by the State : the Föreningen Auktoriserade Revisorer (FAR) which are the authorized auditors and the Svenska Revisorssamfundet. |
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