Special Service Recipient in Limited Companies

Specific rules and requirements for limited companies regarding special service recipients under the Swedish Companies Act.

Legal Framework

The requirement for a special service recipient in Swedish limited companies (aktiebolag) is regulated by the Swedish Companies Act (Aktiebolagslagen 2005:551). This applies to both private limited companies (privata aktiebolag) and public limited companies (publika aktiebolag).

Chapter 8, Section 40 of the Swedish Companies Act:

"If none of the board members or the CEO is domiciled in Sweden, a special service recipient must be registered."

Types of Limited Companies

Private Limited Company (Privat AB)

  • Minimum share capital: 25,000 SEK
  • Minimum 1 board member + 1 deputy
  • CEO optional (but recommended)
  • Service recipient required if no Swedish resident in leadership

Public Limited Company (Publikt AB)

  • Minimum share capital: 500,000 SEK
  • Minimum 3 board members
  • CEO is mandatory
  • Same service recipient rules apply

Board Composition and Service Recipients

The need for a service recipient depends entirely on where board members and the CEO are domiciled, not their nationality:

Domicile (Bosatt) is key

A person is considered domiciled in Sweden if they are registered in the Swedish Population Register (folkbokförd). This is different from citizenship or residency permit status.

Swedish citizen living abroad

→ NOT considered domiciled in Sweden

Foreign citizen registered in Sweden

→ IS considered domiciled in Sweden

Starting an Aktiebolag from Abroad

If you're planning to start a Swedish limited company while living abroad, consider the service recipient requirement from the start:

  1. 1
    Identify a service recipient

    Before registering the company, find a professional service or individual who can act as your service recipient.

  2. 2
    Include in company formation

    When registering your company, you can include the service recipient registration in the same application.

  3. 3
    Consider a postal address

    You may also need a Swedish postal address for the company. Many providers offer both services.

Changes in Board Composition

If your company's situation changes and a service recipient becomes required or is no longer needed, you must update the registration:

When to ADD a service recipient:

  • • Swedish resident board member moves abroad
  • • Swedish resident CEO resigns or moves
  • • Last Swedish resident leaves the board

When you can REMOVE a service recipient:

  • • New board member becomes Swedish resident
  • • Swedish resident CEO is appointed
  • • Existing member moves to Sweden

FAQ

Does a deputy board member (suppleant) count?

No, deputy board members (suppleanter) do not count for this requirement. Only ordinary board members (ordinarie ledamöter) and the CEO are considered.

What about branch offices (filialer)?

Branch offices of foreign companies in Sweden have their own requirements. They must register a representative in Sweden who can receive service of process, similar to a service recipient.

Related Guides

Official Sources

For official regulations and requirements, please refer to these Swedish government agencies: