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Tax when you sell unlisted shares

skatt for onoterade aktier

Publication date: November 4, 2022

Selling unlisted shares can be a complicated process with many factors to consider. To make your journey smoother, we have created a short guide highlighting the most essential aspects you should know to succeed with your sale

Selling unlisted shares is taxed differently from selling listed shares. These are the Swedish rules that matter most for a private individual.

Gains: five sixths are taxed

If the shares are not qualified shares in a closely held company (fåmansföretag), five sixths of the gain is taxed as capital income at 30%. That makes an effective rate of 25%, compared with 30% for listed shares. There is no holding period: the rate is the same whether you owned the shares for a month or ten years.

Example: you buy 150 shares at SEK 80 each (SEK 12,000) and sell them three years later at SEK 130 each (SEK 19,500). The gain is SEK 7,500. Five sixths of it, SEK 6,250, is taxed at 30%, so the tax is SEK 1,875.

Losses: five sixths are deductible

The same fraction applies to losses: five sixths of a loss is deductible. If you can't offset it against gains on shares in the same year, you deduct 70% of that amount from your other capital income.

Example: you buy shares for SEK 25,000 and sell them for SEK 17,000, a loss of SEK 8,000. Five sixths is SEK 6,667. With no gains on shares to offset, you deduct 70% of it, SEK 4,667, which lowers your tax by about SEK 1,400.

Dividends

Dividends from an unlisted company are taxed the same way: five sixths at 30%. A dividend of SEK 9,000 means SEK 7,500 is taxed, so the tax is SEK 2,250.

Costs you can deduct

Costs of the sale, such as brokerage fees and legal or administrative fees for the agreement, reduce the taxable gain.

How to report the sale

Report the sale on appendix K12 of your income tax return, or on K10 if the shares are qualified shares in a closely held company. The standard method (schablonmetoden), where 20% of the sale price counts as the acquisition cost, can't be used for unlisted shares, so keep records of what you paid.

Qualified shares in closely held companies

If you are active in a closely held company and own qualified shares, the so-called 3:12 rules apply, and part of a dividend or gain can be taxed as employment income. The rules changed from the 2026 income year; among other things, the threshold amount is now calculated differently. Dividends within the threshold amount are still taxed at 20%.

Owning through a company

Many investors hold unlisted shares through their own limited company, where dividends and gains on unlisted shares are tax-free. Read more in the guide Can I buy unlisted shares through a company?

Tax rules change and every situation is different. For larger amounts, talk to a tax adviser.

Want to know more?

Discover our guide on unlisted shares or learn more about how you can invest in tomorrow's companies.

The content of this article is for informational purposes only and should not be considered financial advice. Historical returns are no guarantee of future returns. Investments in unlisted companies always involve risk and you may lose all or part of your invested capital.