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Tax on dividends from unlisted shares

Chapter III · Owning unlisted shares5 min read

Learn the differences between owning privately versus via a holding company, and how dividends are taxed.

Tax rules overview

A crucial subject is how dividends are taxed. Tax rules for Swedish unlisted companies depend on whether the company is a closely held company (3:12 rules) and how you hold the shares.

1. Owning shares privately

  • Unqualified shares (not closely held): Dividends are normally taxed at an effective rate of 25% (5/6 of the dividend is taxed as capital income at 30%).
  • Qualified shares (closely held): Dividends up to a threshold amount are taxed at 20%. Dividends exceeding this are taxed higher, usually as employment income.

2. Owning via a holding company (AB)

This is the most common structure for more active investors. Unlisted shares are usually classified as *business-related shares* (näringsbetingade andelar).

This means that dividends the company distributes to your holding company are usually completely tax-free. Tax only arises the day you withdraw the money from your own holding company to yourself privately.

Summary

Structuring your ownership via a holding company can defer taxation and often lower the overall tax burden on dividends.

FAQs

Yes, if you hold privately, the company must submit reporting.

Ideally before making your investment to avoid triggering capital gains tax upon transfer.

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