11 documents
Companies & ownership
Founding a Swedish AB, shareholder rules, share transfers and company records. Each document below is written and reviewed by Swedish lawyers, has one fixed price, and comes with an English explanation of the rules behind it.
Shareholders' agreement
Swedish: AktieägaravtalThe agreement between owners of a Swedish AB: decision-making, board seats, transfer restrictions, pre-emption, drag and tag along, vesting, dividends and deadlock. It binds the owners, while the articles bind the company.
Share purchase agreement
Swedish: AktieöverlåtelseavtalTransfers shares in a Swedish AB: the shares, the price, payment, warranties, conditions and completion. The board must then enter the new owner in the share register before they can exercise their rights.
Asset purchase agreement
Swedish: InkråmsöverlåtelseavtalBuys the business rather than the company: equipment, stock, contracts, customers and brand, leaving the legal entity and its history behind. Employees normally transfer with the business under Swedish law.
CEO employment agreement
Swedish: VD-avtalThe CEO of a Swedish AB is outside the Employment Protection Act, so almost everything has to be in the contract: notice, severance, bonus, non-compete, confidentiality and the boundary against the board's authority.
Co-founder agreement
Swedish: KompanjonsavtalFor business partners: roles, time commitment, ownership, vesting, pay, decisions, what happens on illness, death or a founder leaving, and how you value a share when someone buys out another.
Share option agreement
Swedish: OptionsavtalGrants a right to acquire shares later at an agreed price: number, strike, vesting, exercise window, leaver rules and what happens in an exit. Structure affects tax significantly, so it is worth getting right.
Deed of adherence to a shareholders' agreement
Swedish: Anslutningsavtal till aktieägaravtalBinds a new shareholder to the existing shareholders' agreement without renegotiating it. One page, signed on entry, and the reason a shareholders' agreement does not quietly stop applying as owners change.
Articles of association
Swedish: BolagsordningThe company's constitution, registered with Bolagsverket: name, registered office, objects, share capital, share classes, board composition and any pre-emption or consent clauses. Public and binding on everyone.
General meeting minutes
Swedish: BolagsstämmoprotokollMinutes of an annual or extraordinary general meeting: attendance, agenda, resolutions and voting. Bolagsverket requires them for many registrations, and the auditor and the bank will ask to see them.
Share register
Swedish: AktiebokEvery Swedish AB must keep a share register from the day it is formed and keep it available for inspection. It is what proves who owns the company — for the bank, for a buyer's due diligence, and for the shareholders themselves.
Memorandum of association
Swedish: StiftelseurkundThe founding document of a Swedish AB: the founders, the shares they subscribe for, the price, the payment date and the first board and auditor. It goes to Bolagsverket with the registration application.
