Open Company Branch or Subsidiary in Sweden

Investing in Sweden is a popular option throughout foreign investors looking for new territorial markets, as the economy is stable and strongly oriented towards foreign trade. Entrepreneurs usually choose to establish foreign-owned companies; however setting up a branch office may be more convenient. The Swedish branch is not a separate legal entity from its parent company which holds full liability for its debts and obligations. The registration process may be more complex, but no starting capital is required.

Preliminary activities prior to registering a company branch in Sweden
Before applying for registration the Swedish company branch must establish a name. The name of the entity must include the foreign company's name, including type of company according to the certificate of registration and the word "branch of", or "filial". Also clear information about the foreign company's nationality is required. As the registration process is completed through an application, the documents required must be prepared. The Articles of Association of the company must be notarized, as well as a list of names and addresses of the managers with specimen signatures. A representative of the Swedish branch may be appointed to carry on the administrative procedures of incorporation, in which case power of attorney is required.

Registering a Swedish branch with the Swedish Companies Registration Office
Any commercial company must register with the Swedish Companies Registration Office in order to function legally and for that purpose a registration application must be forwarded. The application should contain the notarized articles of association of the company, a proof of existence of the foreign parent company, where applicable the foreign company's annual reports for the two most recent financial years. The registration process is carried out by sending a form to the one stop shop, electronically via e-mail, or by personal visit. The one stop shop is used by both the Companies Registration Office and Tax Agency and upon issuance of the registration certificate the company's information is submitted to the Tax Agency for tax registration purposes.

Even though the Swedish branch comes into existence upon issuance of the registration certificate, it can operate after obtaining the tax identification number which is obtained after applying at the one stop shop. If the branch decides to hire employees they must be registered with Social Security.

Setting up a company branch from abroad
Even though the economy of Sweden is strongly oriented towards foreign investment there are some restrictions for foreign companies wishing to set up branches in the country. The manager of the branch must have citizenship in an EEA country. Also the branch must have a permanent office in Sweden and a foreign country cannot set up more than one branch in Sweden.

How long does it take to set up a Swedish branch?
Setting up a Swedish branch is more complicated then the process of company incorporation mostly due to the documentation; however it is straightforward and easy to complete. Preparing the documents and notarizing them may take one or two days depending on the notary's schedule and the accuracy of the information presented. Due to the simplified registration procedure at the one stop shop, obtaining the registration number and the tax identification number take about two days. Setting up a Swedish branch is usually completed in one week.