The first stage in establishing a company is selecting the form of business. The most popular of forms of business in Sweden is Limited company (AB). Deciding which type of business to set up depends on the business area of activity and related risks.
When selecting the type of business to set up, we recommend taking into account the liability of owners including any representatives.
Limited company´s and economic association´s owners are not personally liable for any obligations of the company whereas trading partnership´s, limited partnership´s owners and sole trader are personally responsible for any breaches of obligations.
Trading partnership (HB) | Limited partnership (KB) | Limited company (AB) | Economic association | Sole trader | |
Number of owners | At least 2 people or enterprises | At least 2 people or enterprises | At least 1 person or enterprise | At least 3 people or enterprises | Only 1 person |
Liability of owners | The partnership can enter into agreements, but if it cannot pay its debts, the partners are liable | The partnership can enter into agreements, but if it cannot pay its debts, the general partner is liable | The company can enter into agreements and is liable for its debts | The association can enter into agreements and is liable for its debts | The business operator is personally liable for the agreements entered into and for the debts of the enterprise |
Capital | No | General partner: no Limited partners: at least SEK 1 | At least SEK 50,000 | Yes, in the form of a cash or work investment | No |
Representative | The partners | The general partner | The board of directors | The board of directors | The sole trader |
Accounting | If the trading partnership has a legal entity of a certain size as a co-owner, the partnership must appoint an accountant and submit an annual report to the Swedish Companies Registration Office | If the limited partnership has a legal entity of a certain size as a co-owner, the partnership must appoint an accountant and submit an annual report to the Swedish Companies Registration Office | All limited companies must file an annual report and, where applicable, an auditor’s report with the Swedish Companies Registration Office (Bolagsverket). Small companies may choose not to have an audito | An annual report must be prepared and an auditor must be appointed | Only annual accounts. Auditor is not required |
Distribution of profits | As per agreement if such an agreement exists. Equal distribution otherwise | As per agreement if such an agreement exists. If no agreement exists and the partners cannot agree on the allocation, the issue must be decided in court | Profit can be allocated to the shareholders in the form of a dividend | Profit can be divided between the members in the form of a bonus | Normally only to the business owner. |
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