1. When the company starts doing poorly

When the equity is less than half of the registered share capital, the board must draw up a control balance sheet which is then reviewed by an auditor. A general meeting must then decide whether the company should be liquidated or go bankrupt. A prerequisite for liquidation is that the company can pay its debts. If the company cannot pay its debts, it must be declared bankrupt. As a representative of a company, you have a responsibility to ensure that you have acted in accordance with the rules that apply when a company begins to incur debts.

Liquidation of limited companies

2. Apply for bankruptcy

In order to apply for bankruptcy, the company needs to be in so-called insolvency. This means that the company cannot pay its debts and that it is not just temporary payment difficulties.
You, who represent the company, can file for bankruptcy yourself, as can someone to whom the company owes money (creditor).

You make the application at the district court in the place where the company has its registered office. The district court decides on the bankruptcy and appoints a bankruptcy trustee. The district court notifies the Swedish Companies Registration Office, which registers that the bankruptcy has been initiated. The bankruptcy trustee takes over and manages the company's assets and liabilities. It is the bankruptcy trustee who decides whether the business should continue.

Apply for own bankruptcy - for legal entity at The Swedish Courts (in Swedish)

3. The Swedish Tax Agency deregisters

The Swedish Tax Agency receives a notification from the Swedish Companies Registration Office that the bankruptcy has been initiated. Then the company's F-tax will be revoked and VAT and employer registrations will be deregistered.

Debited preliminary tax

The Swedish Tax Agency will terminate the debited preliminary tax from the bankruptcy date. If you want to change the previous accounting periods, you can request a reassessment by submitting a preliminary income declaration.

Preliminary income tax return 2 for legal entities (SKV 4313) at skatteverket.se (in Swedish)

4. Submit tax returns

As a representative of a company, you are required to submit all income tax returns, VAT returns and PAYE tax returns until the date the company was declared bankrupt. Then a bankruptcy trustee takes over the accounting.

Public limited company at the Swedish Tax Agency (in Swedish)

Report on the partners' income tax return

After the company goes bankrupt, it is considered as if you have disposed of ("avyttrat" in Swedish) the shares. A share is considered disposed of on the same day as the date of bankruptcy. The selling price of the shares is then zero kronor and you need to make a capital gains calculation.

About shares at the Swedish Tax Agency (in Swedish)

K12 – Non-qualified shares – Unlisted companies at the Swedish Tax Agency (in Swedish)

K10 – Qualified shares – Close companies at the Swedish Tax Agency (in Swedish)

5. The Swedish Companies Registration Office deregisters

The district court notifies the Swedish Companies Registration Office that the bankruptcy is closed. The Swedish Companies Registration Office deregisters the association.