GLOBAL FORUM ON TRANSPARENCY AND EXCHANGE OF INFORMATION FOR TAX PURPOSES

GLOBAL FORUM ON TRANSPARENCY AND EXCHANGE OF INFORMATION FOR TAX PURPOSES
Peer Review Report Combined: Phase 1 + Phase 2, incorporating Phase 2 ratings

SWEDEN
Global Forum on Transparency and Exchange of Information for Tax Purposes Peer Reviews: Sweden 2013
COMBINED: PHASE 1 + PHASE 2, INCORPORATING PHASE 2 RATINGS
November 2013 (reflecting the legal and regulatory framework as at December 2012)
This work is published on the responsibility of the Secretary-General of the OECD. The opinions expressed and arguments employed herein do not necessarily reflect the official views of the OECD or of the governments of its member countries or those of the Global Forum on Transparency and Exchange of Information for Tax Purposes. This document and any map included herein are without prejudice to the status of or sovereignty over any territory, to the delimitation of international frontiers and boundaries and to the name of any territory, city or area.
Please cite this publication as: OECD (2013), Global Forum on Transparency and Exchange of Information for Tax Purposes Peer Reviews: Sweden 2013: Combined: Phase 1 + Phase 2, incorporating Phase 2 ratings, OECD Publishing. http://dx.doi.org/10.1787/9789264205949-en
ISBN 978-92-64-20593-2 (print) ISBN 978-92-64-20594-9 (PDF)
Series: Global Forum on Transparency and Exchange of Information for Tax Purposes Peer Reviews ISSN 2219-4681 (print) ISSN 2219-469X (online)
Corrigenda to OECD publications may be found on line at: www.oecd.org/publishing/corrigenda.
OECD 2013
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TABLE OF CONTENTS 3
Table of Contents
About the Global Forum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Executive Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Information and methodology used for the peer review of Sweden . . . . . . . . . . . 9 Recent developments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Compliance with the Standards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 A. Availability of Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A.1. Ownership and identity information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A.2. Accounting records . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A.3. Banking information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 21 44 51
B. Access to Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 B.1. Competent Authoritys ability to obtain and provide information . . . . . . . . 56 B.2. Notification requirements and rights and safeguards. . . . . . . . . . . . . . . . . . 65 C. Exchanging Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67 Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . C.1. Exchange-of-information mechanisms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . C.2. Exchange-of-information mechanisms with all relevant partners . . . . . . . . C.3. Confidentiality . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . C.4. Rights and safeguards of taxpayers and third parties. . . . . . . . . . . . . . . . . . C.5. Timeliness of responses to requests for information . . . . . . . . . . . . . . . . . . 67 69 76 78 80 81
Summary of Determinations and Factors Underlying Recommendations. . . . 85
PEER REVIEW REPORT COMBINED PHASE 1 AND PHASE 2 REPORT SWEDEN OECD 2013
4 TABLE OF CONTENTS Annex 1: Jurisdictions Response to the Review Report . . . . . . . . . . . . . . . . . . 89 Annex 2: List of All Exchange-of-Information Mechanisms . . . . . . . . . . . . . . . 91 Annex 3: List of All Laws, Regulations and Other Material Received. . . . . . . 99 Annex 4: People Interviewed During On-Site Visit . . . . . . . . . . . . . . . . . . . . . 102
ABOUT THE GLOBAL FORUM 5
About the Global Forum

The Global Forum on Transparency and Exchange of Information for Tax Purposes is the multilateral framework within which work in the area of tax transparency and exchange of information is carried out by over 120 jurisdictions, which participate in the Global Forum on an equal footing. The Global Forum is charged with in-depth monitoring and peer review of the implementation of the international standards of transparency and exchange of information for tax purposes. These standards are primarily reflected in the 2002 OECD Model Agreement on Exchange of Information on Tax Matters and its commentary, and in Article 26 of the OECD Model Tax Convention on Income and on Capital and its commentary as updated in 2004. The standards have also been incorporated into the UN Model Tax Convention. The standards provide for international exchange on request of foreseeably relevant information for the administration or enforcement of the domestic tax laws of a requesting party. Fishing expeditions are not authorised but all foreseeably relevant information must be provided, including bank information and information held by fiduciaries, regardless of the existence of a domestic tax interest or the application of a dual criminality standard. All members of the Global Forum, as well as jurisdictions identified by the Global Forum as relevant to its work, are being reviewed. This process is undertaken in two phases. Phase 1 reviews assess the quality of a jurisdictions legal and regulatory framework for the exchange of information, while Phase 2 reviews look at the practical implementation of that framework. Some Global Forum members are undergoing combined Phase 1 and Phase 2 reviews. The Global Forum has also put in place a process for supplementary reports to follow-up on recommendations, as well as for the ongoing monitoring of jurisdictions following the conclusion of a review. The ultimate goal is to help jurisdictions to effectively implement the international standards of transparency and exchange of information for tax purposes. All review reports are published once approved by the Global Forum and they thus represent agreed Global Forum reports. For more information on the work of the Global Forum on Transparency and Exchange of Information for Tax Purposes, and for copies of the published review reports, please refer to www.oecd.org/tax/transparency and www.eoi-tax.org.
EXECUTIVE SUMMARY 7
Executive Summary
1. This report summarises the legal and regulatory framework for transparency and exchange of information in Sweden as well as the practical implementation of that framework. The international standard, which is set out in the Global Forums Terms of Reference to Monitor and Review Progress Towards Transparency and Exchange of Information, is concerned with the availability of relevant information within a jurisdiction, the competent authoritys ability to gain timely access to that information, and whether that information can be effectively exchanged with the jurisdictions exchange of information partners. 2. Sweden is a prosperous northern European country with a population of slightly above 9 million. Sweden has a highly developed, open and export-oriented economy. Services accounts for approximately 72% of GDP, followed by industry with 27% and agriculture with less than 1%. 3. Sweden has a considerable network of 76 double tax conventions and 38 tax information exchange agreements that provide for exchange of information in tax matters. The vast majority of these agreements are in force and to standard. Sweden is also a signatory to the Nordic Convention on Mutual Administrative Assistance in Tax Matters and Joint COE/OECD Convention on Mutual Administrative Assistance in Tax Matters. In addition, Sweden is able to exchange information in tax matters with other European Union Member States under EU legislation. 4. Under commercial, tax and anti-money laundering legislation companies created under Swedens law are subject to comprehensive requirements to maintain and have available relevant ownership and bank information. Such information is available for EOI purposes. Where nominee ownership is allowed there are also requirements to have ownership information available. Issuance of bearer shares is not allowed under Swedish law. Partnerships must provide information about the identity of all partners to the Trade Register and to the Swedish Tax Agency. Although trusts are not recognised under Swedish law a combination of accounting, tax and AML legislation requires Swedish trustees of foreign trusts to keep information regarding settlors and beneficiaries. Information with regard to founders, members of the board or managers and beneficiaries of foundations is based on registration requirements and tax law which sufficiently ensure its availability.
8 EXECUTIVE SUMMARY
5. Swedish accounting law requires all Swedish legal entities as well as branches and subsidiaries of foreign companies to keep adequate accounting records, including underlying documentation, for a minimum of seven years. In respect of banks and other financial institutions, Swedish AML, banking and accounting legislation imposes appropriate obligations to ensure that all records pertaining to customers accounts as well as related financial and transactional information are available. 6. The Swedish tax administration has broad powers to access relevant information from any person and from public authorities. Non-compliance can be sanctioned with penalties. The confidentiality of bank information is protected by law but is lifted when banks are requested by the Swedish Tax Agency to provide information. The tax administration can apply their domestic powers, including sanctions, for the purpose of answering international requests for information, including in cases where it does not have an interest in the information for Swedish tax purposes. The scope of professional privilege under the Swedish domestic law allows for effective exchange of information. 7. Sweden is able to provide all types of requested information in adequate quality and in most cases within 90 days. In the period under review (2009-11), Sweden received 494 EOI requests. Its organisational processes and resources are adequate to meet the volume of requests it receives and sends. In the few cases where Sweden is not in a position to meet the 90 day deadline, Sweden should establish a routine process to update requesting authorities on the status of their requests. 8. Overall, Sweden has a long history of very effective EOI for tax purposes. Sweden is considered to be a very good EOI partner in terms of both timing and quality of communications. A follow up report on the steps undertaken by Sweden to answer the recommendation made in this report should be provided to the PRG within twelve months of the adoption of this report. 9. Sweden has been assigned a rating 1 for each of the 10 essential elements as well as an overall rating. The ratings for the essential elements are based on the analysis in the text of the report, taking into account the Phase 1 determinations and any recommendations made in respect of Swedens legal and regulatory framework and the effectiveness of its exchange of information in practice. On this basis, Sweden has been assigned a rating of Compliant for each essential element. In view of the ratings for each of the essential elements taken in their entirety, the overall rating for Sweden is Compliant.
1.
This report reflects the legal and regulatory framework as at the date indicated on page 1 of this publication. Any material changes to the circumstances affecting the ratings may be included in Annex 1 to this report.
INTRODUCTION 9
Introduction
Information and methodology used for the peer review of Sweden

10. The assessment of the legal and regulatory framework of Sweden and the practical implementation and effectiveness of this framework was based on the international standards for transparency and exchange of information as described in the Global Forums Terms of Reference to Monitor and Review Progress Towards Transparency and Exchange of Information, and was prepared using the Global Forums Methodology for Peer Reviews and Non-Member Reviews. The assessment was based on the laws, regulations, and exchange of information mechanisms in force or effect as at December 2012, Swedens responses to the Phase 1 and Phase 2 questionnaires, other information, explanations and materials supplied by Sweden during the on-site visit that took place in Stockholm, Sweden on 18-20 June 2012, and information supplied by partner jurisdictions. During the on-site visit, the assessment team met with officials and representatives of relevant Swedish government agencies, including the Ministry of Finance, the Swedish Tax Agency and Swedish Companies Registration Office, as well as the Central Security Depository (see Annex 4). 11. The Terms of Reference break down the standards of transparency and exchange of information into 10 essential elements and 31 enumerated aspects under three broad categories: (A) availability of information; (B) access to information; and (C) exchanging information. This review assesses Swedens legal and regulatory framework and the implementation and effectiveness of this framework against these elements and each of the enumerated aspects. In respect of each essential element a determination is made regarding Swedens legal and regulatory framework that either: (i) the element is in place, (ii) the element is in place but certain aspects of the legal implementation of the element need improvement, or (iii) the element is not in place. These determinations are accompanied by recommendations for improvement where relevant. In addition, to reflect the Phase 2 component, recommendations are made concerning Swedens practical application of each of the essential elements and a rating of either: (i) compliant, (ii) largely
10 INTRODUCTION
compliant, (iii) partially compliant, or (iv) non-compliant is assigned to each element. An overall rating is also assigned to reflect Swedens overall level of compliance with the standards. 12. The assessment was conducted by a team which consisted of two assessors and two representatives of the Global Forum Secretariat: Carine Kokar, Tax Policy Analyst in the French Tax Policy Department; Frederick Strauss, Deputy Tax Attach of the Internal Revenue Service for the United States; Radovan Zdek and Rmi Verneau of the Secretariat to the Global Forum. 13. The ratings assigned in this report were adopted by the Global Forum in November 2013 as part of a comparative exercise designed to ensure the consistency of the results. An expert team of assessors was selected to propose ratings for a representative subset of 50 jurisdictions. Consequently, the assessment teams that carried out the Phase 1 and Phase 2 reviews were not involved in the assignment of ratings. These ratings have been compared with the ratings assigned to other jurisdictions for each of the essential elements to ensure a consistent and comprehensive approach. The assignment of ratings was also conducted at a different time from those reviews, and the circumstances may have changed in the meantime. Readers should consult Annex 1 for information on changes that have occurred.
Overview of Sweden General information

14. Sweden is a northern Europe country, located on the Scandinavian peninsula between Norway to the west and Finland to the east. Sweden has a total area of approximately 450 000 square kilometers and a population of slightly above 9 million. Stockholm is the capital and largest city with 1.2 million inhabitants. 2 15. Sweden is a highly developed, industrial country with an open and export-oriented economy. Its economy can be characterised as a high-tech free market economy combined with extensive welfare benefits. It has a modern distribution system, highly developed internal and external communications, and skilled labour force. The national currency is the Swedish Crown (SEK). Its 2010 gross domestic product (GDP) was USD 365.9 billion (EUR 296.9 billion 3) and its per capita GDP reached USD 39 013 4
2. 3. 4. CIA, The World Factbook, www.cia.gov/library/publications/the-world-factbook/ geos/sw.html, accessed 21 May 2012. As of 1 June 2012: 1 EUR = 1.2322 USD. Source: European Central Bank. OECD Factbook 2011-2012.
INTRODUCTION 11
(EUR 31 661). Services account for approximately 72% of GDP, followed by industry with 27% and agriculture with less than 1%. Timber, hydropower, and iron ore constitute the resource base of an export oriented economy. Privately owned firms account for the vast majority of industrial output, of which the engineering sector accounts for about 50% of output and exports. 5 16. Swedens most important export trading partners are European countries (Germany 10.5%, Norway 9.8%, UK 7.8%, Denmark 6.9%, Finland 6.5%, Netherlands 5.2%, France 5.2%, Belgium 4.3%), the United States 7.3%, China 3.1% and Russia 1.8%. The same trading partners are responsible also for the vast majority of Swedens imports. Swedens export reached USD 224 billion (EUR 181 billion) in 2010 and its import in the same year USD 197 billion (EUR 159 billion) amounting to 54% of GDP in 2010. 6 17. Sweden is a member of many international organisations, e.g. UN, EU, OECD, WTO, Council of Europe, Nordic Council and Financial Action Task Force (FATF). Sweden is a member of the Global Forum and also participates in international meetings in the area of exchange of information.
Legal system
18. Sweden is a constitutional monarchy with a parliamentary democratic system of governance. The executive branch of government is comprised of the King (the Head of State), the Prime Minister (the Head of Cabinet) and the Council of Ministers (the Cabinet). The legislative branch of government is the Riksdag (a unicameral parliament of 349 elected representatives).The judicial branch of government consists of two types of courts, i.e. general courts and administrative courts, each with three levels of organisation 7. The general courts deal with criminal cases, civil cases and a number of non-contentious matters. Administrative courts process cases that concern disputes between individuals and administrative authorities, including tax and social insurance cases.
5. 6. 7.
CIA, The World Factbook, www.cia.gov/library/publications/the-world-factbook/ geos/sw.html, accessed 21 May 2012. WTO trade profiles, http://stat.wto.org/CountryProfiles/SE_e.htm, accessed 21 May 2012 and CIA, The World Factbook, www.cia.gov/library/publications/ the-world-factbook/geos/sw.html, accessed 21 May 2012. These levels of organisation in respect of general courts: district courts (tingsrtt), appeal courts (hovrtt) and the supreme court (Hgsta domstolen). Levels of organisation in respect of administrative courts: administrative courts ( frvaltningsrtt), administrative courts of appeal (kammarrtt) and supreme administrative court (Hgsta Frvaltningsdomstolen).
12 INTRODUCTION
19. The country is divided into 21 administrative regions (landstingskommuner) 8 which consist of 290 local municipalities (kommuner). Administrative regions are self-governing units which do not have any legislative power. 20. The Swedish legal system is based on civil law with influences of common law. The Swedish Constitution consists of four Fundamental Laws regulating the general division of state power and stipulating the basic rights and freedoms of citizens 9. The basic rights and obligations of individuals and legal persons, ownership and certain types of contracts are laid down by the Civil Code. The Commercial Code stipulates the general rules governing business relationships as well as the rules related to companies and other business entities. Constitutional laws and other laws are adopted by the Parliament. Once enacted, laws are signed by the Speaker of the Riksdag, the Prime Minister and/or the Minister responsible for the area of legislation and become valid once promulgated in the Swedish Code of Statutes. The government may issue further binding rules providing detailed provisions on application of the laws, known as ordinances. At the top of the legal hierarchy is the Swedish Constitution (Fundamental Laws) followed by laws and ordinances. Sweden has a dualistic system of law requiring international treaties to be implemented into domestic legal system by law. International treaties once brought into domestic law have the same status as other laws. The Fundamental Laws take precedence over all other laws (including international treaties), which in turn prevail over ordinances. A complete list of all the relevant laws and ordinances assessed over this peer review process is set out in Annex 3.
Taxation system
21. All tax legislation has to be adopted as law by the Riksdag. The Government may adopt an ordinance regarding practical implementation of the tax law or stipulating detailed rules under the law. Tax legislative bills also have to be submitted to the Council on Legislation consisting of the Supreme Court and the Supreme Administrative Court judges before it is discussed by the Riksdag. The main tax rules are stipulated by the Income Tax Act (1999:1229), the VAT Act (1994:200) and general procedural rules are set out in the Tax Procedure Act (2011:1244).
8. 9.
Blekinge, Dalarna, Gavleborg, Gotland, Halland, Jamtland, Jonkoping, Kalmar, Kronoberg, Norrbotten, Orebro, Ostergotland, Skane, Sodermanland, Stockholm, Uppsala, Varmland, Vasterbotten, Vasternorrland, Vastmanland, Vastra Gotaland The Instrument of Government, the Act of Succession, the Freedom of the Press Act and the Fundamental Law on Freedom of Expression.
INTRODUCTION 13
22. The main taxes are income tax on earned income (employment and business income), income tax on business profits, income tax on capital income for individuals, value added tax (VAT), excise duties (energy and environmental taxes, taxes on alcohol and tobacco, taxes on road vehicles, customs duties, lottery and gambling taxes, tax on advertising, concession fees etc.). Income taxes represent over 35% of total tax revenue, followed by indirect taxes with about 27% of total tax revenue. Total tax revenue including social security contributions reaches over 45% of GDP. 23. Sweden taxes its residents (companies and individuals) on their worldwide income. All companies established under Swedish law and registered in Sweden are considered as resident in Sweden. Foreign companies considered as resident under Swedish law are also taxed on their worldwide income. Non-resident companies carrying on activity in Sweden and nonresident individuals working in Sweden are subject to tax on their Swedish source income. Income taxes of an individual are made up of state income tax and local income tax. The average local individual income tax rate in 2009 was 31.52%. State income tax applies only to income exceeding a threshold of SEK 401 100 (EUR 48 618 10). Income exceeding this threshold is taxed in accordance with progressive rates at 20% (SEK 401 100-574 300 [EUR 48 618-69 611]) and 25 % (SEK 574 300 [EUR 69 611] and over) on top of the local individual income tax). Income tax on business profits for fiscal year that starts after 31 December 2012 is 22% of the net taxable profit. Accounting records form the basis of taxation. Business profits are adjusted according to tax law. Such adjustments include, among others, those relating to reserves for tax allocation and excess depreciation, deductions for exempt income, mainly inter-corporate dividends and capital contributions by shareholders. Losses may be carried forward indefinitely. 24. Swedens VAT system is regulated by EU legislation and the VAT Act. In 2011, the standard VAT rate was 25%. A reduced rate of 12 percent applies to food, hotel accommodation and camping. Newspapers, books, magazines, cultural and sports events and passenger transport were taxed at 6%. There are about 1 million taxable persons identified for VAT purposes in Sweden. About half of them are businesses with a maximum turnover of SEK 1 million (EUR 121 212), which report VAT annually within their annual income tax returns.
Overview of the financial sector and relevant professions

25.
10. 11.
The financial sector comprises the following types of entities 11:
As of 21 August 2012: EUR 1 = SEK 8.25009. Source: www.xe.com. Numbers in parenthesis indicates the number of each type of registered entity as at the end of 2011.
14 INTRODUCTION
credit institutions (170) consist of banks (120) and credit market undertakings (50). Credit market undertakings are authorised to accept repayable funds from the public and to grant loans, guarantees for loans or, for financing purposes, to acquire claims or grant rights of use in personal property (leasing). Deposit companies (25) are engaged in accepting repayable funds from the public which following notice of termination are available for the customer within one year. Securities companies (100) conduct securities operations such as: trading in financial instruments in its own name or on behalf of another party; management of another partys financial instruments; and underwriting or other participation in issuances of securities or offers to purchase or sell financial instruments offered to the public. Life insurance companies (39) carry on activities such as underwriting of life insurance and providing supplementary insurance such as insurance against personal injury policies etc. Insurance mediators (1022) are natural or legal persons who act as professional intermediaries in the sale of insurances directly to various principals. Investment companies (128) are Swedish limited liability companies authorised to conduct fund operations such as management of collective investment funds, the sale and redemption of units in the fund, and administrative measures relating thereto.
The financial sector in Sweden is supervised by the Swedish Financial 26. Supervisory Authority, Finansinspektionen. Finansinspektionen is an independent authority accountable to the Ministry of Finance. Finansinspektionen authorises, supervises and monitors all companies operating on financial markets or offering financial services in Sweden. Finansinspektionen maintains a public record of financial institutions, individuals and other bodies that fall under its regulatory jurisdiction. 27. Only members of the Swedish bar association are entitled to use the professional title advokat. There are more than 5 000 members of the Swedish Bar Association in 2012. However, any person can practice law, offering his services to the public without the need to be authorised by the Bar Association. Nevertheless, advokats are retained for the majority of court cases. Notaries as public legal officials do not exist in Sweden as would be the case in other civil law countries. This is due to the fact that contracts normally do not require authorisation by the notary. Advokats can also certify documents. Auditors and audit firms must register at the Supervisory Board of Public Auditors (Revisorsnmnden). Revisorsnmnden is the government
INTRODUCTION 15
office responsible for the examination of applicants to the auditing profession as well as the supervision of members of the profession. There are approximately 2 074 active authorised public auditors in Sweden in 2012. Accountants other than auditors may engage in any legal financial activity and business and are often engaged as advisers on business transactions. The sole activity as an accountant does not require registration.
Anti-money laundering
28. Sweden transposed the third EU Anti-Money Laundering Directive 12 into national law in the Money Laundering and Terrorist Financing (Prevention) Act (2009:62), (AML Act). The Act applies to the persons engaged in providing services including financial services, investment services, insurance services, real estate agency services, auditing services, accountancy, tax consultancy services, legal counsel or notary services. They are required to undertake customer due diligence and must retain the documents specified in the law. AML obligations are supervised by different state agencies and public bodies. Finansinspektionen supervises the whole financial sector and provides AML guidelines mostly followed also by other supervisory bodies. These supervisory bodies are the Gaming Board (Lotteriinspektionen), the Board of Supervision of Real Estate Agents, the Bar Association, the Supervisory Board of Public Auditors and the FAR the professional institute for authorised public accountants. The fourth follow up report of FATF 13 with regard to Swedens com29. pliance with the FATF 40 Recommendations and 9 Special Recommendations notes a number of strengths in Swedens anti-money laundering and counterterrorist financing system.
Exchange of information
30. Sweden has been involved in exchange of information in tax matters for well over fifty years, since administrative cooperation in tax matters started with the Nordic countries in the 1940s. The oldest of Swedens DTCs currently in force was signed with Austria in 1959. Today Sweden can exchange information with over 100 countries and jurisdictions. 31. The Ministry of Finance is in charge of negotiating exchange of information agreements. The Swedish Tax Agency (Skatteverket) is the competent authority in the area of exchange of information in tax matters.
12. 13. Directive No. 2005/60/EC, on the prevention of the use of the financial system for the purpose of money laundering and terrorist financing. The report is availale on www.fatf-gafi.org/media/fatf/documents/reports/mer/ FoR%20Sweden.pdf.
16 INTRODUCTION
32. Swedens ability to exchange information in tax matters is domestically based on the Act concerning Mutual Administrative Assistance in Tax Matters (1990:314), the ordinance concerning Mutual Administrative Assistance in Tax Matters (1990:320) and the Act concerning the Council of Europe and OECD Convention on Mutual Administrative Assistance in Tax Matters (1990:313). 33. Swedens network of bilateral EOI agreements comprises 76 DTCs and 38 TIEAs. Sweden has been involved in the negotiation of TIEAs since 2007. All Swedens TIEAs have been negotiated in cooperation with the other Nordic countries, under the auspices of the Nordic Council of Ministers. Sweden is a party to the Nordic Mutual Assistance Convention on Mutual Assistance in Tax Matters as well as to the OECD/Council of Europe Convention on Mutual Administrative Assistance in Tax Matters, including the 2010 protocol. Sweden also exchanges information in tax matters under the EU Mutual Assistance Directive. 14 34. Sweden is involved in all types of exchange of information. There are over one thousand cases of spontaneous exchange of information both received and sent per year. Sweden has automatic exchange of information arrangements with 53 countries. There are over 1.5 million outbound automatic exchanges of information per year. As an EU member state, Sweden also exchanges information under the EU Savings Directive. 15 In this context, Sweden sends and receives automatically on an annual basis information on interest payments received by natural persons within the EU. In addition, Sweden also exchanges information on indirect taxation under various legal instruments. Finally, Sweden also actively participates in multilateral and simultaneous controls.
Recent developments
35. The Tax Procedure Act (2011:1244) came into force on 1 January 2012. The Act stipulates general tax procedures and replaces provisions previously contained in several special laws. The Tax Procedure Act does not bring any substantive changes in the matters under review in this report. 36. A new Directive on Administrative Cooperation in the Field of Taxation 16 was adopted by the European Union. This Directive came into
14. 15. 16. Council Directive No. 77/799/EEC, concerning Mutual Assistance by the Competent Authorities of the Member States in the field of Direct Taxation. Council Directive No. 2003/48/EC, on Taxation of Savings Income in the Form of Interest Payments. Council Directive No. 2011/16/EU, on Administrative Cooperation in the Field of Taxation and repealing Directive 77/799/EEC.
INTRODUCTION 17
effect on 1 January 2013. The new Directive provides for obligatory automatic exchange of available information in respect of income from employment, directors fees, life insurance products, pensions, ownership of and income from immovable property. Rules concerning automatic exchange of information will become effective on 1 January 2015. The new directive also extends the scope of administrative cooperation to all taxes of any kind levied by, or on behalf of a Member State that are not already covered by another EU instrument (i.e. VAT and customs duties). All types of legal arrangements for holding or managing assets or income derived therefrom are covered by the directive. The Government Bill implementing this new Directive was presented to the Riksdag on 19 September 2012, adopted on 5 December and takes effect from 1 January 2013, as provided by the Directive. The legal provisions implementing the articles of the Directive dealing with automatic exchange of information will take effect from 1 January 2015.
COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 19
Compliance with the Standards
A. Availability of Information
Overview
37. Effective exchange of information requires the availability of reliable information. In particular it requires information on the identity of owners and other stakeholders as well as information on the transactions carried out by entities and other organisational structures. Such information may be kept for tax, regulatory, commercial or other reasons. If such information is not kept or the information is not maintained for a reasonable period of time, a jurisdictions competent authority 17 may not be able to obtain and provide it when requested. This section of the report describes and assesses Swedens legal and regulatory framework on availability of information. It also assesses the implementation and effectiveness of this framework. 38. Swedish commercial, AML, tax and accounting legislation ensure that up-to-date ownership information is generally available for relevant commercial entities. All companies are required to register in the Companies register. Although no ownership information is contained in the register, all companies are responsible for maintaining a share register providing identity information of each shareholder. Each branch office of a non-resident company must be registered with the Swedish Tax Agency. The registration
17. The term competent authority means the person or government authority designated by a jurisdiction as being competent to exchange information pursuant to a double tax convention or tax information exchange agreement.
20 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

must, amongst other things, contain information about the identity of the owners of the foreign company. Nominee ownership is possible only with respect to companies registered with the Central Security Depository. The nominee is entered into the share register instead of the shareholder by the Central Security Depository. Issuance of bearer shares is not allowed under the Swedish law. 39. All partnerships must be registered in the Trade Register and with the Swedish Tax Agency. Both registrations must contain information about the identity of all partners. Any subsequent change must be reported. Trusts are not recognised under Swedish law and there is no registra40. tion requirement for foreign trusts. However, Swedish tax law requires all Swedish trustees of foreign trusts to keep information identifying the settlor and beneficiaries of the trust in order to allow the Swedish Tax Agency (STA) to determine his/her tax position with regards to the trusts asset and income. In addition, a Swedish trustee who acts in business capacity is required under the Swedish accounting law to keep accounting records which normally include information about the settlor and beneficiaries. Such trustees are further subject to Swedish AML legislation which ensures that the trustee maintains information identifying the settlor of the trust and beneficiaries holding at least 25% interest in the trust. Information on the founders and beneficiaries of foundations is available by virtue of tax registration and tax returns filing obligations. These obligations are further supplemented by AML requirements. 41. Enforcement provisions are in place to ensure that relevant entities maintain information as required under the various laws. The range of penalties allows for the authorities to apply a sanction proportionate to the nature and level of a breach of these laws. These penalties are dissuasive enough to ensure compliance, even by legal persons. 42. Companies, including foreign branches and subsidiaries, general and limited partnerships, natural persons including trustees, and foundations are obliged to maintain accounting records and underlying documentation for a minimum of seven years. Every transaction must be documented by underlying documentation including a voucher and other documents which would normally include information about settlors, protectors, enforcers and/or beneficiaries of the trust. Moreover, all persons obliged to provide information to the tax authorities are required to keep accounts, notes or other appropriate documentation to substantiate the information provided. In respect of banks and other financial institutions, Swedish account43. ing, tax and AML legislation imposes appropriate obligations to ensure that all records pertaining to customers accounts as well as related financial and transactional information are available. Banks are expressly prohibited
from establishing business relationships with or carrying out transactions for anonymous customers. 44. In practice, Swedens treaty partners reported that Sweden is able to obtain and provide all types of information (i.e. ownership, accounting and banking information) and mostly within 90 days. Sweden reported that it provided answers to more than 365 incoming requests dealing with ownership, accounting, and banking information over the years 2009-11, irrespective of the type of entities to which these requests related.
A.1. Ownership and identity information

Jurisdictions should ensure that ownership and identity information for all relevant entities and arrangements is available to their competent authorities.
Companies (ToR A.1.1) Types of entities

45. Swedish legislation recognises the following types of companies: public limited liability companies ( publikt aktiebolag Public LLC). Public limited companies are regulated by the Companies Act. A public LLC is formed by one or more founders. A founder must be: a natural person domiciled within the European Economic Area or a Swedish legal person or a legal person which has been formed pursuant to the laws of a state within the European Economic Area and which has its place of business within the Area (s. 2(1) Companies Act, 2005:551). In a public LLC, the registered capital is divided into nominal shares. Shareholders of the company are not liable for the obligations of the company. A public LLC must have at least SEK 500 000 (EUR 60 610) 18 in registered capital (s. 1(14)). There were 1 236 public LLCs in Sweden as at May 2012; private limited liability companies ( privat aktiebolag Private LLC) Private LLCs are also regulated by the Companies Act and are the most common legal form for a business entity in Sweden. Rules for formation of private and public LLC are the same. Private LLCs are separate legal entities with registered capital made up of
18.
Where the share capital of a public company is determined in euro and has been determined in euro since the company was formed, it must not be less than the amount in euro which corresponded to SEK 500 000 pursuant to the exchange rate established by the European Central Bank at that time (s. 1(14) Companies Act).

contributions paid by their shareholders. Shareholders are liable for the obligations of the company only up to the amount of their unpaid contribution to the company capital. A private LLC or a shareholder in such a company may not, through advertising, attempt to sell shares issued by the company. The registered capital must be at least SEK 50 000 (EUR 6 061). There were 414 521 private LLCs in Sweden as at May 2012; European Companies SE: European Companies are regulated by Council Regulation (EEC) No.2157/2001 on Statute for a European Company which permits the creation and management of companies with a European dimension, free from the territorial application of national company law. Pursuant to Section 10 of the European Regulation, the rules that apply to European companies are the same as applicable to public limited liability companies. There were five SEs in Sweden as at February 2013.
Information provided to government authorities Companies register

46. Companies must have articles of association (bolagsordningen) which specify the basis for the companys activities. The articles of association must also contain, inter alia, the location of the registered office of the company, the objects of the company, the share capital, the number of shares and the procedure for convening general meetings (s. 3(1)). Alteration of articles of association should be resolved only by the general meeting. Such resolution must be reported immediately for registration in the Companies Register and may not be effected prior to its registration (ss. 3(4,5)). 47. The Swedish Companies Registration Office (Bolagsverket) is the authority in Sweden responsible for maintaining the Companies Register (s. 27(1) Companies Act). The Registration Office is accountable to the Ministry of Justice. Upon creation, the board of directors should apply for registration of the company in the Companies Register within six months of the signing of the memorandum of association (s. 1(22)). The formation of a company will lapse where registration does not take place within the prescribed period of time. Legal capacity is vested in the company only upon its registration (s. 1(4)). If the company is not registered, it does not come into existence. In practice, 98% of registrations are done within the statutory deadline. 48. The application for registration must contain the date of the formation of the company, the registered address of the company, the share capital, the directors and deputy directors, and the persons who sign for the company.
When applicable, the name of auditor and of the managing director must also be included (s. 2(3) Companies Act, s. 1(3) Companies Ordinance) The articles of association must also be attached to the registration application and are public documents (s. 1(6) Companies Ordinance). The Companies Registration Office processes the application and examines, among other things, the name that has been proposed for the company (chapters 27 and 28 of the Companies Act). If the application is approved, a certificate of registration and a registration number are issued. This number is used as a means of identification when the company has dealings with the authorities, e.g. the STA, with other companies or with individuals. The Swedish Companies Registration Office also monitors the company register to check that the company has a legally competent board and company auditor and, when it is necessary according to Swedish law, a Managing Director and a person authorised to receive service of process. If this is not the case, the Swedish Companies Registration Office can initiate a liquidation process (ss. 25(11,24) Companies Act). The Companies Registration Office initiates liquidation process in about 1 500 cases per year where the company is in breach of the registration requirements. 49. The registration office may order the managing director or a member of the board, subject to a fine, to undertake obligations pursuant to the Companies Act. Such an order may include submitting the registration application to the Companies Register (s. 30(3)). The Companies Registration Office issued over 20 000 orders subject to fines in 2011. Orders subject to a fine are in the vast majority of cases respected by the company and the required information is provided. In remaining cases liquidation of the company is initiated by the Companies Registration Office. 50. Information submitted to the registration office is kept in the companies register for an indefinite period of time. There is no legal requirement in Sweden to submit to the Companies 51. Register ownership information. However, such information will be available based on the companys obligation to maintain a share register and on tax and AML laws.
Tax requirements
52. All companies operating in Sweden must have an organisation number. Each organisation number is unique and is used for identification of the company by the state authorities as well as banks and other institutions. All organisation numbers are issued by the STA which keeps a register of the organisation numbers. The register of organisation numbers includes the name of the company and its address. Distribution of organisation numbers issued by the STA to the individual companies is carried out by

the Companies Registration Office upon registration of the company in the Companies Register. Information provided to the Register upon registration of the company is automatically reported by the Companies Registration Office to the STA as well as any subsequent changes of this information. 53. A company intending to conduct business activities in Sweden is obliged to apply for registration with the STA before starting or taking over any business activity (ss. 7(1,2) Tax Procedure Act). The identity of all the companies owners (individuals and legal persons) must be specified in the F-tax registration form (s. 2(1) Tax Procedure Ordinance). The registered company is required to report any subsequent changes in the provided information to the Swedish Tax Agency within two weeks from when the change was made (s. 7(4) Tax Procedure Act). If the requested information is not provided, the Swedish Tax Agency can order the party concerned to supply this information under fine (ss. 7(5),44(2) Tax Procedure Act). 54. Further, everybody liable to charge VAT in Sweden must be registered with the Swedish Tax Agency, irrespective of the size of the sales. Companies whose business does not require them to invoice VAT, but which are still entitled to a refund of VAT that they have paid, must also be registered in order to receive the refund. The identity of all companies owners must be specified in the registration form and subsequent changes must be reported (s. 2(1) Tax Procedure Ordinance, s. 7(4) Tax Procedure Act). The Swedish Tax Agency can order the party concerned to supply this information under fine (ss. 37(2),44(2) Tax Procedure Act). Nevertheless, the STA is obliged to register the company even if the ownership information is not provided. 55. Most private LLCs are closely held companies 19. Closely held companies are private LLCs where less than five persons own shares representing more than 50% of shares in the company, or where a natural person has authority over economic activities of the company and has control of its results (s. 56(2) Income Tax Act, 1999:1229). Closely held companies are obliged to provide information about the shares held by each shareholder, as well as their voting power to the Swedish Tax Agency (s. 31(27) Tax Procedure Act). Such information forms an obligatory part of the annual reporting obligation of the company and is required for the correct tax assessment. In order to verify whether the company is closely held the STA can order any private LLC to disclose its ownership structure. 56. Further, certain tax positions require that the company discloses its ownership structure to the STA (e.g. transfer pricing, carry forward of tax losses).
19. Based on information provided by the Swedish authorities about 95% of private LLCs are closely held companies (i.e. about 400 000 out of 414 500).
Information held by companies Share register

57. Each company must maintain a share register (s. 5(1) Companies Act). The purpose of the share register is to constitute a basis for exercise of shareholders rights vis--vis the company; and to provide the company, shareholders and others with information in order to assess the ownership structure of the company (s. 5(1)). 58. The share register of a company must contain amongst other details, information regarding each shares number; the shareholders names and personal ID numbers, company numbers or other identification numbers as well as postal address; the class to which each share belongs and whether share certificates have been issued (s. 5(5)). 59. The share register should be prepared as soon as all founders have signed the memorandum of association. Information regarding subscribed shares must be entered immediately in the share register (s. 5(8)). When any person presents a share certificate or otherwise provides proof of his or her acquisition, the board of directors or the person authorised by the board of directors should immediately enter such person as a shareholder in the share register. Where a shareholder or other authorised person gives notice that a circumstance stated in the share register has changed in any manner, such change must be noted in the register immediately (s. 5(9)). Exercise of shareholders rights vis--vis the company are conditioned by information contained in the share register, i.e. a shareholder cannot exercise his voting rights unless he is recorded in the share register (s. 5(1)). 60. The share register must be maintained for such time as the company is in existence and for a period of not less than ten years after dissolution of the company (s. 5(3)). After dissolution of the company the share register must be kept by the companys liquidator. 61. The board of directors is responsible for ensuring that the share register is maintained, stored, and made available for all persons who wish to review it (s. 5(7)). Not maintaining the share-register is subject to fines and may lead to liquidation of the company if not remedied.
Central Securities Depository

62. All listed companies must have their share register maintained by the Central Securities Depository (CSD). Also other public LLCs can ask the CSD to maintain their share register 20. The fact that a companys share
20. Out of 1 236 public LLCs, 1 066 public LLC are CSD companies.

register is maintained by the CSD must be stated in the companys articles of association (s. 1(10) Companies Act). 63. All shares of a CSD company 21 must be registered in the CSD register pursuant to the Financial Instruments (Accounts) Act (1998:1479). The share register must contain each shareholders name and personal ID number (natural persons) or in the case of a company its registration number and postal address (s. 5(11) Companies Act). The same rules as for other company share registers also apply. The CSD register must be made available at the general meetings of the company (s. 7(28)). 64. In addition to the requirement for a CSD to keep a share register, a printout containing all shareholders holding more than 500 shares must be made available at any time at the offices of the CSD company and at the CSD offices for all persons who wish to review it (s. 5(19)). Due to its function as the CSD in Sweden, Euroclear holds the regis65. ter of all shares of CSD companies and debt securities traded in the Swedish financial markets. The STA can access all such information upon request. Based on the information provided by the Swedish authorities there isvery good cooperation between the Swedish Tax Agency and CSD ensuring availability of information held by CSD to the tax authorities.
Foreign companies
66. A foreign company can conduct its business activities in Sweden through a branch office, a Swedish subsidiary, or an agency (s. 2 Foreign Branch Offices Act, 1992:160). Any branch of a foreign company operating in Sweden must have a Swedish organisation number. The database of organisation numbers is kept by the STA.
Foreign companies having a branch in Sweden

67. The branch office has to be registered by its managing director in the branch office register maintained by the Companies Registration Office (s. 8). Branch office business activities can only commence after it is registered. The application for registration must contain the date of formation of the branch, address, the managing director and persons who sign for the branch. When applicable the name of auditor must also be included. The managing director should also promptly notify the registration authority of any changes
21. A CSD company is a company the articles of association of which contain a clause stating that the companys shares shall be registered in a CSD (central securities depository) register pursuant to the Financial Instruments (Accounts) Act (s. 1(10) Companies Act).
in information which has been notified for registration (s. 15). As of October 2012, there were 2 618 branches of foreign companies registered in Sweden. 68. Each year the managing director must submit to the registration authority the accounts of the branch office, an auditors report and the same documents for the entire company if such documents have been made public in the companys country of origin. These documents do not have to be submitted if the company is subject to the legislation of a country within the European Economic Area and has a specified legal form. 69. A branch office must register with the tax authorities before starting or taking over any business activity (s. 7(1,2) Tax Procedure Act). The tax registration form must, amongst other things, contain the identity of all owners of the foreign company(s. 2(1) Tax Procedure Ordinance). The registered company is required to report any subsequent changes in the information provided to the Swedish Tax Agency within two weeks from when the change was made. (s. 7(4) Tax Procedure Act). 70. The same tax rules as for domestic companies apply also in respect of branch offices. Therefore, the branch office which is liable to charge VAT in Sweden or which is entitled to a refund of a VAT must be registered with the Swedish Tax Agency. The identity of all the companies owners (individuals and legal persons) must be specified in the VAT registration form. Further, certain tax positions require that the branch office discloses ownership structure of the company to the STA (e.g. transfer pricing, carry forward of tax losses).
Foreign companies that are resident for tax purposes in Sweden

71. A foreign arrangement is considered as resident for tax purposes in Sweden when it has not been registered in any jurisdiction, and (i) the board of directors has its seat in Sweden or (ii) if the arrangement s main activities are carried out in Sweden. Such an arrangement has tax liability in Sweden in respect of its worldwide income (s. 6(3) Income Tax Act (1999:1229)). The same income tax rules as for domestic companies apply and the foreign arrangement must register with the STA and provide ownership information upon registration.
Ownership information held by nominees and service providers

72. The AML Act (2009:62) is a transposition of the third EU AntiMoney Laundering Directive 22 and requires obliged entities to perform
22.
Directive No. 2005/60/EC, on the prevention of the use of the financial system for the purpose of money laundering and terrorist financing.

Customer Due Diligence (CDD). The obliged entities under this Act are entities within the financial sector and persons or professions such as (s. 1(2)): tax advisors and chartered accountants; lawyers and notaries when they offer professional services including when required by customers to represent them or to act on their behalf in the following situations: (i) buying or selling real estate or a business entity or part thereof; (ii) managing customers assets, such as money, securities, business shares, or any other assets, including representing customers or acting on their behalf in relation to opening accounts in banks or other financial institutions or establishing and managing securities accounts; or (iii) establishing, managing, or controlling a company, business group, or similar entrepreneurial entity regardless of its status as a natural/legal person, as well as receiving money or other valuables for the purpose of establishing, managing, or controlling such entity; any person, providing the following professional services to another person: (i) establishing legal persons; (ii) acting on behalf of a legal person, or another person in a similar position, (iii) acting as a partner in a partnership; (iv) providing a registered office, business address, and possibly other related services to a legal person; (v) acting as a nominee shareholder on behalf of a principal 23; or (vi) any person providing services in a framework of a trust or any other similar contractual relationship under a foreign law. The AML Act requires identification of customers: when entering into a business relationship; 24 when carrying out a transaction exceeding EUR 15 000; in conjunction with transactions equivalent to less than EUR 15 000, but which can be believed to be linked with one or more other transactions and which, in total, are at least this amount; or in conjunction with uncertainty about the reliability or sufficiency of previously received information regarding the customers identity. (s. 2(1))
73.
74. Identification of the customer involves (i) checking the customers identity, (ii) verification of the identity of a natural person on whose behalf
23. 24. Principal means a natural person on whose behalf any other person acts, or where the customer is a legal person, the person who exercises a controlling influence over the customer (s. 1(5) AML Act). Business relationship means a business relationship which, at the time the contact is established, is expected to have a certain duration (s. 1(5) AML Act).
the customer acts, or where the customer is a legal person, the person who exercises a controlling influence over the customer and (iii) acquisition of information on the purpose and nature of the business relation. The service provider must in conjunction with checking the identity of the person on whose behalf the customer is acting investigate the customers ownership and controlling structure (s. 2(3)). In conjunction with the verification of the person on whose behalf the customer acts the service provider should obtain reliable and sufficient information on his/her identity by means of public registers, relevant information from the customer or other information that the undertaking has received. Where the customer is a legal person, the undertaking must verify direct and indirect natural owners if the holding in the customer amounts to more than 25%, and the natural persons that exercise a determining influence over the customer (s. 4(9) Finansinspektionens Regulations and General Guidelines governing measures against money laundering and terrorist financing, 2009:1). 75. In cases where it is not possible to undertake sufficient customer due diligence the service provider may not establish a business relationship nor carry out a transaction. If the business relationship is already established it must be terminated (s. 2(11)). The AML Act also prescribes that service providers must perform ongoing monitoring to ensure that executed transactions correspond with the customer due diligence information and the customers risk profile and if necessary verify the source of the customers financial means (s. 2(10)). 76. Service providers are obliged to keep documents and information related to transactions which it suspects, or has reasonable ground to suspect, may constitute an element of money laundering or terrorist financing (s. 3(1)). Such documents include, amongst others, the customers identification data and numbers of accounts involved in the transaction (s. 4(4)). 77. Information gathered based on AML customer due diligence obligations should be maintained for at least five years (s. 2(13)). Documents and information related to investigations on suspected transactions must be kept for at least three years (s. 4(6)). 78. Swedish authorities advise that service providers compliance with AML requirements can be generally considered as good. Compliance with AML requirements is supervised by various agencies and professional supervisory boards such as the Financial Supervisory Authority in respect of financial institutions (i.e. banks, insurance undertakings, securities operators, exchange agencies etc.), the Board of Public Accountants in respect of auditors and audit firms, the Swedish Bar Association in respect of advocates and law firms and the County Administrative Board in respect of legal professionals other than accountants or advocates (i.e. tax advisors, independent lawyers etc.).
Nominees
79. Nominee ownership is allowed by Swedens law only in respect of CSD companies (s. 5(14) Companies Act). Further, only clearing organisations can operate as a nominee in Sweden (s. 3(7) Financial Instruments Accounts Act, 1998:1479). There are about 40 entities operating as a nominee in Sweden. These are mostly banks or brokers. A nominee is entered in the share register in lieu of the shareholder upon shareholders request and subsequent consent by the CSD (s. 5(14) Companies Act). Upon consent, the CSD records in the share register that the share is held on behalf of another person. The same information in respect of nominees as required in respect of shareholders should be entered in the share register (s. 3(9) Financial Instruments Accounts Act). 80. A nominee must provide the CSD with information on request regarding the shareholders whose shares he is managing (s. 3(12)). This information should refer to the shareholders names and personal identity numbers, corporate/organisation identity numbers or other identification numbers and postal addresses. The nominee should also state the number of different kinds of share owned by each shareholder. This information should relate to circumstances at a time determined by the CSD. A CSD company is entitled to be afforded access to such information about all its shareholders (s. 3(12)). A public list of shareholders that have more than five hundred nominee-registered shares in the company must be kept at the CSD for each CSD company. This printout may not be more than three months old (s. 3(13)). 81. The AML Act regulates nominee ownership when provided by way of business as well (s. 1(2)). Since only clearing organisations, banks and brokers can operate as a nominee in Sweden (see above) all nominees are covered by AML requirements. The AML Act requires service providers who provide nominee services to perform customer due diligence measures prior to the establishment of a business relationship with a client (s. 2(9)). These measures include the identification of a customer and verification of his identification and conducting ongoing monitoring of the business relationship including ensuring that the information held on the customer is kept up-to-date (s. 2(10)). Service providers are also required to identify a person on whose behalf the customer acts, or where the customer is a legal person, the person who exercises a controlling influence over the customer (s. 2(3)). Information on the identity of the customer must be kept for a minimum of five years from the date on which the business relationship ends (s. 2(13)).
Conclusion
82. All Swedish and foreign companies must register with the respective Swedish registration authority but ownership information is not required to be provided to the register. All Swedish companies are required to maintain a share register containing amongst others identity information on each shareholder of the company. In the case of a CSD company, the share register is maintained by the CSD. Availability of ownership information under the tax law is based on registration for income tax and VAT purposes, provisions concerning closely held companies and reporting requirements in relation to certain tax positions of the company (e.g. transfer pricing, carry forward tax losses). The same tax rules as for Swedish tax resident companies apply to branches of foreign companies or foreign companies that are tax residents in Sweden. AML provisions require service providers to investigate the customers ownership and controlling structure upon entering into a business relationship. Nominee ownership is possible only for CSD companies. Only clearing organisations can operate as a nominee. A nominee must provide the CSD upon request with information regarding the identity of shareholders whose shares he is managing. In addition, a nominee is required to identify his/her customer under the AML Act.
Bearer shares (ToR A.1.2)

83. Swedish law does not allow the issuance of bearer shares. It provides only for issuance of registered shares.
Partnerships (ToR A.1.3) Types of partnerships

84. Swedish law 25 recognises three types of partnerships which have legal personality: general partnership (handelsbolag): A general partnership has two or more partners undertaking business activities under a common business name. All partners are entitled to act on behalf of the partnership and are jointly and severally liable for the debts/ obligations of the partnership not only during the existence of the partnership but also after its dissolution. There were about 80 000 general partnerships in Sweden as at May 2012;
25.
General and limited partnerships are specifically regulated by the Partnership and Non-registered Partnership Act, Act No.1980/1102. Eurpoean economic interest groupings are regulated by the European Economic Interest Groupings Act, Act No. 1994/1927.

limited partnership (kommanditbolag): A limited partnership has one or more partners with limited liability for the obligations of the company up to the amount of their contributions (limited partners) and one or more partners with full liability for the obligations of the partnership (general partners). Only general partners are permitted to actively manage the partnership. There were approximately 25 000 limited partnerships in Sweden as at May 2012; European Economic Interest Grouping (EEIG): The EEIG is a European form of partnership in which companies or partnerships from different European countries (the partners in the EEIG) can cooperate. It must be registered in the EU State in which it has its official address. The European Economic Interest Groupings Act (1994:1927) implemented Council Regulation (EEC) No.2137/85 of 25 July 1985 on the European Economic Interest Grouping. There were 26 EEIGs in Sweden as at May 2012. EEIG follows obligation stipulated for the general partnerships.
85. Swedish law also recognises non-registered partnership (enkla bolag): A non-registered partnership exists where two or more persons have agreed to cooperate for a common purpose but where a general or limited partnership has not been set up. The existence of the partnership is typically not disclosed to the public. Non-registered partnerships do not have any legal personality and cannot hold real estate or own assets. They have no income or credits for tax purposes, do not carry on business and cannot be compared to a limited partnership. Therefore, these arrangements are not considered further in this report.
Information provided to government authorities Registration requirements

86. A general or limited partnership acquires its legal personality upon registration in the Trade Register (s. 1(1) Partnership and Non-registered Partnership Act). The Trade Register is administered by the Swedish Companies Registration Office (s. 1 Trade Register Act, 1974:157). The Trade Register must contain information about the partnerships activity as well as the identity of all its partners. Such identity information includes the names, social security numbers or equivalent, and addresses of the partners (s. 4). If the information contained in the register has changed, a report with updated information must be submitted to the Swedish Companies Registration Office without any delay (s. 13).
Tax requirements
87. Although partnerships are treated as transparent for income tax purposes a partnership must be registered with the Swedish Tax Agency for VAT purposes (s. 6(1) Value Added Tax Act). The registration application must be made on a tax/PAYE application form containing identity information of all partners of the partnership. Any changes in information provided upon registration must be reported to the STA (s. 7(4) Tax Procedure Act).
Information held by partnerships

88. There is no legal requirement for a partnership to maintain identity information of its partners. However, a partnership is set up based on the agreement of all its partners (s. 1(1) Partnership and Non-registered Partnership Act). Therefore, the identity of partners has to be known to all partners of the partnership at the time of its establishment. 89. The Partnership and Non-Registered Partnership Act further provides that the unanimous consent of all the partners must be obtained before selling any interest in a partnership (s. 2(2)). This means that all partners will be, at all time, aware of all the members in a partnership.
Information held by service providers

90. The obligations to perform CDD described above in the section concerning companies also apply to partnerships. Thus, obliged entities (all financial institutions and a number of classes of professionals including a person acting as a partner in a partnership or limited partnership) providing services to a partnership have to identify their customer, verify the customers identity and investigate its ownership structure (s. 2(3) AML Act). Further, the obliged entity has to conduct ongoing monitoring of the business relationship including ensuring that the information held on the customer is kept up-to-date (s. 2(10)). Data and written documents obtained during CDD need to be kept for at least five years (s. 2(13)).
Conclusion
91. Swedish commercial, tax and AML legislation ensure that up-todate ownership information is available for all relevant types of partnerships (including EEIGs).
Trusts (ToR A.1.4)

92. Sweden is not a party to the Hague Convention on the Law Applicable to Trusts and on their Recognition 26 and does not recognise the concept of a trust formed under foreign law. However, there are no restrictions for a resident of Sweden to act as trustee, protector or administrator of a trust formed under foreign law.
Tax legislation
93. There are no tax provisions dealing specifically with trusts. Nevertheless, the general principles that apply to Swedish taxpayers or residents of Sweden apply to trustees. If information on a trustee, settlor or beneficiary of a trust is considered relevant 27 for tax assessment purposes, the taxpayer is required to disclose such information to the Swedish Tax Agency (s. 37(6) Tax Procedure Act). Failure to comply with these provisions is an offence and subject to a fine (s. 44(2)). 94. While trusts and trustees are not directly mentioned in Swedens Tax Law, according to established case law, each trust structure will be treated the same way that a comparable Swedish structure would be treated for tax purposes. 28 Therefore, depending on the circumstances, the trust itself, the trustee, beneficiaries or the settlor will be liable to tax in respect of trust activities or the income derived from the trust, whether income is from a Swedish source or not 29. For the purposes of tax assessment, the person concerned (i.e. trustee, a settlor, enforcer or a beneficiary of a trust) will be required, by means of accounts, notes or other appropriate documentation to ensure that there are supporting documents to assess his/her tax liability or to check his/ her obligation to provide such information (s. 39(3)). The Swedish authorities have confirmed that in such cases, a trustee in Sweden must be in a position to disclose ownership information in relation to trust, even in instances where the trust has no other connection with Sweden than having its trustee resident there.
26. 27.
28. 29.
www.hcch.net/index_en.php?act=conventions.text&cid=59. Based on s. 37(6) and s. 39(3) of the TPA, the STA has power to require information which the person concerned is liable to provide but also information needed for checking this obligation to provide information itself. In other words the STA has to be provided with sufficient information allowing it to assess the persons obligation to provide information. Supreme Administrative Court, R 2008 not 94, R 2000 ref 28, R 2010 not 4 and R 1999 not 20. Income is generally attributed to the person who is the legal owner of the assets.
Accounting legislation
95. If a trustee acts in a professional capacity, trust assets have to be recorded in the accounts of that trustee (s. 2(6) Accounting Act). The accounting operations have to be supported by underlying documentation in accordance with the accounting law which would normally include information about settlors, protectors, enforcers and/or beneficiaries, see section A.2 of this report.
Anti-money laundering legislation

96. Any person providing services by way of business in the framework of a trust or any similar contractual relationship under foreign law becomes a service provider in the sense of AML legislation and is subject to AML requirements (s. 1(3) AML Act). Trustees are therefore obliged to identify settlors and beneficiaries of the trust, verify their identity and in the case of legal persons investigate their ownership structure (s. 2(3) AML Act). Where the customer is a legal person, the undertaking must verify the direct and indirect natural owners if their holding in the customer amounts to more than 25%, and if natural persons exercise a determining influence over the customer (s. 4(9) Finansinspektionens Regulations and General Guidelines governing measures against money laundering and terrorist financing, 2009:1, AML Regulation). Further, trustees have to conduct ongoing monitoring of the business relationship including ensuring that the information is kept up-to-date (s. 2(10)).
Conclusion
97. Swedish law ensures that information is available regarding the settlor and beneficiaries of a foreign trust with a Swedish trustee: Swedish tax law requires all Swedish trustees of foreign trusts to keep information identifying the settlor and beneficiaries of the trust in order to allow the STA to determine his/her tax position with regard to the trusts asset and income attached to it. In addition, Swedish accounting law requires a Swedish trustee of a foreign trust who acts in a business capacity to keep accounting records which would normally include information about settlor and beneficiaries. Trustees acting in a business capacity are further subject to Swedish AML legislation which ensures that a professional acting as a trustee of a foreign trust obtains information identifying the settlor of the foreign trust. It also ensures identification of those beneficiaries who have at least a 25% interest in the trust.

98. In practice, Sweden has not received any request for EOI in relation to a trust or a trustee over the years 2009-11.
Foundations (ToR A.1.5)

99. A variety of types of foundations exist in Sweden, including foundations established to advance particular purposes, pension foundations and family foundations, some of which are subject to specific rules. 100. Foundations are primarily regulated by the Foundation Act (1994: 1220). A foundation is formed when one or more founders declare property to be separated and permanently administered as independent capital for a specific purpose. The foundations property is deemed to be separate when it has been taken over by someone who has undertaken to manage it in accordance with the foundation instrument (s. 1(2)). The foundation instrument must be in writing and signed by the founder or founders. A foundation can be also established based on testamentary disposition (s. 1(3)). A foundation has a legal personality. Only the foundations assets are liable for the obligations of a foundation (s. 1(4)). The board of the foundation or its management is bound by the foundation instrument when managing the foundations affairs (s. 2(1)).
Registration requirements
101. All foundations covered by the Foundation Act must be registered. The registration authority for a foundation is the county administrative board which is also the supervisory authority. A Foundation Register must be kept at the registration authority (s. 10(1)). There are about 15 000 registered foundations in Sweden. 102. Registration with the county administrative board must be undertaken by the foundations board or manager no later than six months after the establishment of the foundation. The report contains: the foundations postal address and telephone number; identity and contact details of members of the board or managers; identity and contact details of the auditor (s. 10(2)).
103. Information about the founder or founders of the foundation is contained in the foundation instrument which has to be signed by the founder or founders (s. 1(3)). Information on beneficiaries of a foundation is based on a statement of purpose of the foundation. However, identification of individual beneficiaries is not possible in all circumstances since the purpose of the foundation defines the beneficiaries of a foundation in general terms or as a group of persons meeting certain criteria.
104. A copy of the foundation instrument has to be submitted to the Foundation register unless the foundation is established based on testamentary disposition (s. 10(2)). Changes in information provided to the Foundation register have to be immediately reported (s. 10(3)). 105. Foundations covered by the Foundation Act are under the supervisory authority of the respective county administrative board (s. 9(1)). The supervisory authority may request documents or information from the foundation including the foundation instrument among others in order to check whether the foundation operates in line with its purpose as stipulated in the instrument (s. 9(4)). Therefore, information on founders and beneficiaries of a foundation should be available to the supervisory authority in most cases. In practice, the county administrative board is able to identify founders and beneficiaries of a foundation based on the foundation instrument or via an on-site visit.
Tax legislation
106. Foundations intending to conduct business activities are obliged to apply to the Swedish Tax Agency for registration for income tax or VAT purposes (ss. 7(1,2) Tax Procedure Act). The identity of founders and beneficiaries of the foundation must be specified in the registration form (s. 2(1) Tax Procedure Ordinance). The registered foundation is required to report any subsequent changes in the information provided to the Swedish Tax Agency within two weeks from when the change was made. (s. 7(4) Tax Procedure Act). If the requested information is not provided, the Swedish Tax Agency can order the party concerned to supply this information under a fine (ss. 37(2),44(2) Tax Procedure Act). 107. Further, foundations conducting business activity or foundations whose total taxable earnings during the fiscal year amount to at least SEK 100 (EUR 12) are required to submit income tax returns (s. 30(4) Tax Procedure Act). Consequently, they are also required to keep accounts, notes or other appropriate documentation to ensure that there are supporting documents to check the information provided to the Swedish Tax Agency (s. 39(3)). 108. Foundations that are exempt from the liability to pay tax on income should provide information about income and costs during the financial year, assets and liabilities at the beginning and end of the financial year and about other circumstances that the Swedish Tax Agency needs to enable it to assess whether the party is exempt from the liability to pay taxes (s. 33(3)).
Anti-money laundering legislation

109. Members of a foundations statutory body who act in a professional capacity are subject to AML legislation (s. 1(3) AML Act). As such they are required to perform CDD and identify the founder(s) and beneficiaries of the foundation (s. 2(3)). In the case of a foundation, the beneficial owner is to be understood as a natural person that directly or indirectly is to receive at least 25% of the distributed funds and the natural persons that exercise a determining influence over the foundation. (s. 4(9) AML Regulation). When a foundation has financial activity involving an obliged entity (financial institution or one of the designated categories of professionals) the obliged entity will also conduct such CDD and identify the founders plus beneficial owners of the foundation.
Family foundations and other foundations

110. The following types of foundations are subject to specific rules: pension foundations employee foundations profit sharing foundations family foundations.
111. These foundations are subject to rules stipulated by the Foundation Act as well as specific rules contained mainly in the Safeguarding of Pension Commitments Act (1967:531). In respect of profit sharing foundations, pension foundations and employee foundations generally the same registration, accounting and supervisory rules apply as for foundations fully covered by the Foundation Act. Family foundations are not covered by these rules. The purpose of profit sharing foundations is to give employees in a company a share in the company profits. Profit sharing foundations are not formed by the employer but by a staff organisation in which the employees are members. 112. Family foundations are foundations whose assets according to the foundation instrument may only be used for the benefit of specific natural persons (s. 1(7) Foundation Act). Information on the founder and group of beneficiaries is contained in the foundation instrument (ss. 1(3), 1(7)). Since Sweden no longer has any gift or inheritance tax, there is no real impetus to form family foundations (creating a foundation was a means to indirectly transfer assets to beneficiaries without paying inheritance or gift taxes). As of 2012, there were 752 family foundations in Sweden. Family foundations are not required to be registered with the County Administrative Board (s. 1(7)). However, family foundations carrying out business activities are not exempted from tax registration for income tax or VAT purposes (s. 7(1)
Tax Procedure Act) and therefore information on founders and beneficiaries of a foundation must be submitted to the Swedish Tax Agency (s. 2(1) Tax Procedure Ordinance). The same provisions regarding tax registration requirements as in respect of other foundations apply. 113. Further, family foundations are required to submit income tax returns (s. 30(4) TPC) and consequently, should by means of accounts, notes or other appropriate documentation ensure that there are supporting documents for the information provided (s. 39(3) Tax Procedure Act). Such documentation needs to contain information on founders and beneficiaries of the foundation in order to substantiate the tax position of the foundation (e.g. foundation instrument, contracts). 114. Family foundations income is taxed at the level of the foundation. Once distributed, profit of the foundation is taxed in the hands of beneficiaries. Profit payment is treated as a tax allowance at the level of the foundation (s. 10(6) Income Tax Act). Ownership information pertaining to beneficiaries of foundations is available by virtue of these tax requirements. In addition, members of a family foundations statutory body who act 115. in a professional capacity are subject to AML legislation as is the case with other types of foundations (s. 1(3) AML Act). As such they are required to perform CDD and identify the founder(s) and beneficiaries of the foundation (s. 2(3)).
Conclusion
116. Ownership information with regard to foundations is based mainly on registration requirements and tax law which sufficiently ensure the availability of information on the foundations founders, members of the board of directors and beneficiaries: Information on founders and members of the board or managers of a foundation forms an obligatory part of the foundation instrument and must be filed with the registration authority. Information on founders and beneficiaries must be provided upon registration with the tax authorities and subsequent filing obligations. Members of a foundations statutory body who act in a professional capacity are required to perform CDD and identify the founder(s) and beneficiaries of the foundation. However, AML rules do not allow identification of founders and beneficiaries of a foundation in all circumstances since a 25% ownership threshold applies.
Enforcement provisions to ensure availability of information (ToR A.1.6) Information to be provided to government authorities Registration
117. The formation of a company will lapse where registration does not take place within six months of the signing of the memorandum of association. Legal capacity is vested in the company only upon registration of the company (ss. 1(4), 1(22) Companies Act). 118. Further, the Swedish Companies Registration Office may subject to conditional fines of up to SEK 20 000 (EUR 2 424) order the managing director or a member of the board of directors to register a company to provide mandatory information (e.g. annual report, auditor report, minutes of general meeting), or to update information in the register (s. 30(3) Companies Act).
119. The Companies Registration Office may decide that the company should be put into liquidation where, among other things (s. 25(11) Companies Act): the company has failed to file the names of the board of directors, managing director, agent for service of process or auditor the company has failed to file its annual report and auditors report within eleven months from the expiry of the financial year the company fails to report for registration resolutions regarding alterations to the articles of association and an increase in the share capital within six months of the entry into force of such resolution.
120. A party who submits false information to the companies registration office or conceals the truth in a statement submitted under oath may be sentenced to a fine or imprisonment not exceeding six months. Where such violation is more serious, the party may be sentenced to imprisonment for a period not exceeding two years (s. 30(2) Companies Act). 121. Similar enforcement provisions relate also to registration of partnerships and foundations. A party who fails to make the prescribed application or report or fails to make a new application or report as ordered may be subject to monetary fines. A party who intentionally or through gross negligence issues incorrect or misleading information in the application or report to the registration authority or in a document attached thereto may be subject
to a fine. The amount of the fine is subject to administrative decision of the respective officer and should be a sufficient deterrent to ensure provision of the requested information. (s. 22 Trade Register Act, 1974:157, s. 9(12) Foundation Act, 1994:1220). 122. In practice, registration offices issue about 3 200 orders subject to conditional fines. These orders relate mainly to late filing of annual reports or filing of incomplete information. The total amount of penalties applied for late filing amounts to SEK 115 million (EUR 13.4 million) in 2010, SEK 148 million (EUR 17.2 million) in 2011 and SEK 165 million (EUR 19.2 million) in 2012. Registration offices liquidate about 1 500 LLCs per year. The Swedish authorities indicate that level of compliance is very good. About 98% of filings are done within prescribed time limits.
Tax requirements
123. The Swedish Tax Agency may issue an order subject to a default fine if there is reason to assume that the order would otherwise not be complied with (s. 44(2) Tax Procedure Act). Penalties for delay will be charged if a party providing a tax return or 124. requested information has not done so on time. If the penalty for delay applies to companies or economic associations it will amount to: income tax return: SEK 5 000 (EUR 606); a tax return: SEK 500 (EUR 61); special information: SEK 1 000 (EUR 121).
However the penalty for delay of a tax return will amount to SEK 1 000 (EUR 121) if this involves a return that is to be provided following an order by the Swedish tax agency (ss. 48(1,6)). 125. Tax surcharges are levied on a party that has provided incorrect information in tax proceedings. Tax surcharges are equivalent to 20% or 40% of the tax which had not been determined due to incorrect information, depending on the type of the tax concerned (ss. 49(4,11)). 126. In 2010, there were 61 000 decisions concerning delay charges on income tax returns and another 149 000 concerning monthly VAT, payroll and PAYE returns. The total amount of delay charges for all returns was SEK 246 million (EUR 29.8 million). In 2010 154 000 decisions were made concerning tax surcharges, of which 35 000 referred to income tax and 48 000 VAT. Amount of levied tax surcharges in 2010 totaled SEK 1 122 million (EUR135.9 million). The reports on crimes to prosecutors from the Swedish Tax Agency involved 2 394 persons in 2010. All these persons were

subsequently suspected of tax crime by the public prosecutors and 405 of them were fined, sent to prison, put on probation or given suspended sentences for offences against the Tax Fraud Act. The average length of prison sentences was 16.7 months in 2010. 127. Effective application of enforcement measures results in the compliance rates on the filing of tax returns about 99% over the last three years.
Information to be held by the company

128. A shareholder may not exercise vis--vis the company the rights which vest through the shares until he or she is entered in the share register (s. 4(37) Companies Act). 129. Fines or terms of imprisonment not exceeding one year will be imposed on any person who intentionally or through negligence fails to maintain a share register or fails to make such share register available (s. 30(1)). 130. Compliance with the obligation to maintain share registers is monitored by the Companies Registration Office. If the Board of Directors (or if the company is a CSD, the Central Securities Depository), fails either intentionally or by negligence to maintain a share register pursuant to the Companies Act or to make such share register available to the public, the Registration Office informs the prosecutor of this failure. On appeal by the prosecutor, fines or imprisonment can be ordered by a decision of an administrative court. So far companies have always fulfilled their obligations on receipt of a warning letter issued by the registration Office and no fines or imprisonments have been applied (s. 30(1) Companies Act).
Information to be held by service providers

131. A service provider may not establish a business relationship or carry out an individual transaction without conducting customer due diligence. Where the business relationship has already been established without CDD being performed, such a relationship must cease (s. 2(11) AML Act). A service provider is also subject to a fine where he or she intentionally or through gross negligence fails to report suspicious transactions (s. 7(1)). Based on the above, laws regulating supervisory authorities stipulate 132. rules concerning the application of AML sanctions. The FSA may order the financial institution in breach of AML regulations to pay a fine. According to Section 8, fines will be determined as not less than SEK 5 000 (EUR 606) and not more than SEK 50 million (EUR 6 million). Furthermore, a fine may not exceed ten percent of the credit institutions turnover during the preceding financial year (s. 15(8) Banking and Financing Business Act, 2004:297). Further, the FSA may intervene through an order to limit the operations of
a service provider to reduce the risks of breach of AML obligations. Where the infringement is serious, the institutions licence will be revoked or, where sufficient, a warning will be issued (s. 15(1)). Similar measures are applied by the County Administrative Board in respect of tax advisors and other independent legal professions not supervised by professional supervisory boards. 133. Slightly different measures are applied by professional supervisory boards 30. If a breach of standards or rules of conduct including AML rules is found, the board may issue a warning or, in the most aggravated cases, withdraw the approval, authorisation or registration. 134. The most recent cases of sanctions levied based on breach of AML rules involved a penalty to a financial institution of SEK 6 million (EUR 726 889) in 2012, revocation of a license to a financial institution and a financial penalty of SEK 400 000 (EUR 48 471) in 2011, a warning and financial penalty of SEK 400 000 (EUR 48 471) in 2010.
Conclusion
135. Swedish commercial, tax and AML laws provide for a range of sanctions to ensure that information required to be kept and maintained, or disclosed to administrative authorities, is in fact maintained. These sanctions are of a dissuasive nature and are actively enforced to ensure compliance with the relevant laws. Swedens international partners have not identified any cases where a request for information was not responded to because the information had not been maintained in accordance with the law.
Determination and factors underlying recommendations
Phase 1 determination The element is in place Phase 2 Rating Compliant
30.
i.e. Supervisory Board of Public Accountants, The Swedish Bar Association, The Gaming Board for Sweden, Swedish Board of Supervision of Estate Agents
A.2. Accounting records

Jurisdictions should ensure that reliable accounting records are kept for all relevant entities and arrangements.
General requirements (ToR A.2.1)

136. The Terms of Reference sets out the standards for the maintenance of reliable accounting records and the necessary accounting record retention period. It provides that reliable accounting records should be kept for all relevant entities and arrangements. To be reliable, accounting records should; (i) correctly explain all transactions, (ii) enable the financial position of the entity or arrangement to be determined with reasonable accuracy at any time; and (iii) allow financial statements to be prepared. Accounting records should further include underlying documentation, such as invoices, contracts, etc. Accounting records need to be kept for a minimum of five years.
Companies
137. All companies are obligated to maintain accounts (s. 2(1) Accounting Act). The obligation to maintain accounts must be fulfilled in such a manner as accords with generally accepted accounting principles (s. 4(2)). All business transactions must be entered in the accounts in such a manner that they can be presented in chronological order (books of prime entry) and systematically (general ledgers). This should take place in such a manner that it is possible to verify the completeness of the accounting items and obtain an overview of the development of the operations, financial position, and results of the business (s. 5(1)). Every business transaction must be verified by a voucher (s. 5(6)). 138. Companies must close the accounts, each financial year, with an annual report (s. 6(1)). The annual report must give a true and fair view of the enterprises assets, liabilities and equity, financial position and results for the year (s. 2(3) Annual Reports Act, 1995:1554). It must be drawn up no later than five months after the end of the financial year and then be passed on to the auditor (s. 8(2) Annual Reports Act). When the auditor has examined the accounts, the annual general meeting of shareholders is convened (no later than six months after the end of the financial year) (s. 8(2)). The annual report and the auditors report must be filed with the Swedish Companies Registration Office no later than one month after being adopted at the shareholders meeting. If the reports are not filed with the office within 7 months from the end of the financial year a company must pay a late filing fee for up to SEK 25 000 (EUR 3 030) (s. 8(6)) If the reports are not filed within 15 months the office can start proceedings to wind up the company (s. 8(12)).
139. Information should be stored in Sweden, in an orderly, safe and comprehensible manner. Documents, microfiche, mechanically readable media, equipment, and systems that relate to operations conducted by the undertaking through a branch office outside of Sweden are not required to be stored in Sweden where the undertaking is obligated to maintain accounts in another country. Furthermore, where special cause exists and it is compatible with generally accepted accounting principles, a document containing a voucher may be stored abroad temporarily. This is the case for example if the original document must be presented in order to receive a tax return or if it must be presented in a court due to a legal process. In addition, accounting information may under certain conditions be stored electronically in another EU Member State or, provided that sufficient instruments for administrative cooperation in tax matters are in place, in that third country (s. 7(3) Accounting Act). 140. The provisions applicable to a Swedish company of an equivalent type apply to the accounts and audits of a branch office of a foreign company (s. 14 Foreign Branch Offices Act, 1992:160). A branch office must maintain accounts which are separate from the accounts of the foreign company (s. 11). Each year the managing director of the branch office must submit to the registration authority a certified copy of: the accounts of the branch office, an auditors report for the most recent financial year and corresponding documents for the entire company, where such documents have been made public in the companys country of origin. These documents must be submitted within three months following the presentation of the foreign companys accounting documents and auditors report to the companys owners, and not later than seven months from the expiry of the branch offices financial year (s. 13). A certified copy of the accounts of the branch office and an auditors report for the most recent financial year do not need to be submitted to the registration authority if the foreign company is subject to the legislation of a country within the European Economic Area and has a legal form which is comparable to a limited liability company, is a European cooperative society or is a credit, payment or insurance institution. In these instances, these documents, while not submitted to registration authorities, must nevertheless be kept by the Swedish branch office of a foreign company based on the obligation to maintain accounts under s. 11 and on the tax obligation under s. 39(3) of the Tax Procedure Act.
Partnerships
141. According to the Accounting Act, registered partnerships (including EEIGs) and limited partnerships are required to keep accounting records under the same rules as companies (s. 2(2)). Natural persons who conduct business operations are also obligated to maintain accounts in respect of

such business (s. 2(6)). Registered partnerships and limited partnerships are obliged to close the current accounting for each financial year with annual accounts (s. 6(3)). Annual accounts must consist of a profit and loss account and a balance sheet (s. 6(4)). Annual accounts must be completed as soon as possible and not later than six months after expiry of the financial year (s. 6(7)). Partnerships in which one or more legal persons are partners must, for each financial year, close the accounts with an annual report and publish it (s. 6(1)).
Trustees
142. All natural persons who conduct business operations, including trustee activities, are obligated to maintain accounts in respect of such business (s. 2(6) Accounting Act). These accounts should record not only transactions involving the natural person but should also record transactions involving the managed assets of the foreign trust. Swedens law does not make a distinction between business operations of a natural person and business operations of a foreign trust in which the natural person acts as a trustee. The same general accounting rules as for companies apply. Consequently, every transaction pertaining to the managed assets must be documented by underlying documentation including a voucher, contract etc. Trustees who do not act in a professional capacity or conduct business operations are still obliged to keep accounts and underlying documentation under the tax law (s. 39(3) Tax Procedure Act).
Foundations
143. All foundations, as legal persons, are obliged to maintain accounts in accordance with the general accounting principles for companies (s. 2(1) Accounting Act). However, there are the following exceptions, which do not have to maintain accounts based on the Accounting Act: foundations the assets of which, according to the foundation deeds, may be applied only for the benefit of designated natural persons (family foundations); foundations where the value of their assets do not exceed SEK 1.5 million (EUR 181 828) and which are not foundations conducting business operations, parent foundations, charitable foundations, collective agreement foundations, foundations formed by state, its subdivision or municipality, pension foundations and employee foundations.
144. Foundations that are not required to keep accounting records under the Accounting Act must keep ongoing accounts of amounts received or paid by the foundation. There should be vouchers for cash receipts and payments.
The accounts must be closed with a summary for each financial year. The summary should show the assets and liabilities at the start and end of the financial year together with income and expenses during the financial year. The summary should also state the value of the foundations assets at the end of the financial year (s. 2(2) Foundation Act). These obligations do not apply in respect of family foundations (s. 1(7)). Foundations obliged to maintain accounts according to the Accounting 145. Act must close the accounts each financial year with an annual report (s. 6(1)). Foundations which do not prepare an annual report (e.g. foundations not conducting business operations), close the current accounting for each financial year with annual accounts. Annual accounts must be completed with respect to foundations no later than four months after expiry of the financial year (s. 6(7)). 146. Annual records must be submitted to the respective register. Failure to do so may lead to a late filing fee SEK 25 000 (EUR 3 030) and winding up of the entity. Further, failure to comply with accounting obligations represents a bookkeeping crime and may lead to imprisonment for up to four years (s. 11(5) Penal Act, 1999:36).
Tax requirements Companies

147. All companies are required to keep accounts, notes or other appropriate documentation to a reasonable extent to ensure that there are supporting documents to assess their tax liability (s. 39(3) Tax Procedure Act, 2011:1244). Such documentation should explain the transactions of the company, enable the financial position of the company to be determined and should comprise a statement recording the assets and liabilities of the company and statement or statements recording the receipts, payments and other transactions undertaken by the company (Tax Procedure Act, Chapters 15-35). Further, all limited companies and legal entities including foreign entities with tax liabilities in Sweden which total taxable earnings during the fiscal year has amounted to at least SEK 100 (EUR 12) are obliged to file income tax return (s. 30(4)). Information provided in the income tax return must be documented in way allowing its verification according to (s. 39(3)).
Partnerships
148. Under the Swedish law partnerships are tax transparent entities and taxed on the level of partners. A natural person must submit an income tax return when:

total earnings in income from occupation and business activities amounted to at least 42.3% of the price base amount (SEK 44 000 EUR 5 333 for 2012) during the fiscal year, i.e. the threshold is SEK 18 612 (EUR 2 256) for 2012; total earnings in income from occupation or earnings from passive business activities amounted to at least SEK 100 (EUR 12) during the fiscal year; total earnings in income from capital, with the exception of such interest rates, dividends or other rates of return for which a statement of earnings must be submitted, amounted to at least SEK 100 (EUR 12) during the fiscal year; he or she has limited tax liability and the total earnings on which there is a duty to pay income tax has amounted to at least SEK 100 (EUR 12) during the fiscal year (s. 30(1)).
149. Consequently, any partner in a partnership is obliged to substantiate information provided in his tax return in line with the requirements in s. 39(3) and is therefore obliged to keep accounts, notes or other appropriate documentation.
Trustees
150. The same obligations as for partners in a partnership apply to trustees. Since Swedish law does not recognise the concept of a trust, a trustee is considered as a natural person conducting economic activity. Any person conducting economic activity (including trustees) is required, by means of accounts, notes or other appropriate documentation ensure that there are supporting documents to assess his/her tax liability or to check his/her obligation to provide such information (s. 39(3)).
Foundations
151. Foundations are obliged to maintain accounts under similar rules as companies. Foundations with total taxable earnings during the fiscal year of at least SEK 100 (EUR 12) and family foundations have to provide income tax returns (s. 30(4)). Information provided in the tax return must be substantiated in line with the requirements in s. 39(3), i.e. by keeping accounts, notes or other appropriate documentation. Such documentation should normally explain the transactions of the foundation, enable the financial position of the foundation to be determined and should comprise a statement recording the assets and liabilities of the foundation and statement or statements recording the receipts, payments and other transactions undertaken by the foundation.
152. The Swedish Tax Agency may order a party by notice to provide accounts, notes or other appropriate documentation required to substantiate his/her tax position (s. 37(7) Tax Procedure Act). Such an order can be issued subject to a default fine if there is reason to assume that the order would otherwise not be complied with (s. 44(2)). Penalties for delay are charged if a party providing a tax return or requested information has not done so on time (s. 48(1)). Tax surcharges will be levied on a party that has provided incorrect information or has omitted to provide information in tax proceedings (ss. 49(4,11)). A sentence of imprisonment of up to two years or a fine will be imposed for a tax offence on any person who intentionally provides incorrect information to an authority or fails to provide the requested information (ss. 2, 3 Tax Offences Act, 1971:69).
Conclusion
153. All relevant entities are required under Swedish law to keep accounting records that correctly explain the entitys transactions, enable it to determine the entitys financial position with reasonable accuracy at any time and allow financial statements to be prepared. The requirements under the Accounting Act are supplemented by obligations imposed by the Income Tax Act. Further, based on the peer input received, Sweden provides accounting information of a good quality and in most cases within 90 days of receipt of the request.
Underlying documentation (ToR A.2.2)

154. Business transactions must be entered into accounts in such a manner that it is possible to verify the completeness of the accounting items and obtain an overview of the development of the operations, financial position, and results of the business (s. 5(1) Accounting Act). This obligation is further expressed in chapter 5 section 6 of the same Act which explicitly requires that every business transaction should be evidenced by a voucher. The Act describes a voucher as the information which documents a business transaction or an adjustment made in the accounts (s. 1(2)). The Swedish authorities indicate that such documentation involves keeping originals of documents underlying the transaction or event such as invoices, contracts, correspondence, brokers slips, pay slips etc. 155. Joint vouchers may be used to document several similar transactions, e.g. daily cash sales. Joint vouchers should contain information as to when the voucher was prepared, when the business transaction occurred, the matters to which the voucher related, the amount involved, and the identity of the other party to the transaction. Where applicable, the voucher should also contain

information regarding documents or other information that constituted the basis for the transaction and the place at which such are available (s. 5(7)). 156. A person (including a partnership) should to a reasonable extent by means of accounts, notes or other appropriate documentation ensure that there are supporting documents to assess his/her tax liability or to check his/ her obligation to provide such information (s. 39(3) TPA). Such information may include among other things information held on cash registers, staff registers, information on retail trade conducted at stalls and markets, transfer pricing information and all other information required for tax assessment (s. 39(1)). 157. As Sweden is an EU Member State and hence part of the intracommunity VAT system, Swedish undertakings must further fulfill specific requirements regarding documentary evidence of transactions performed. Among other things, they must keep all documents from which intra-community flows of goods and services can be traced, and, more generally, all invoices. 158. Accounting and tax requirements ensure that the underlying documentation requirements including keeping supporting documentary evidence allow for effective exchange of information in respect of all relevant entities. In practice, this is confirmed by Swedens ability to provide accounting information in adequate quality and in a timely manner as requested by its treaty partners.
Document retention (ToR A.2.3)

159. Annual reports, annual accounts, accounting books and underlying documentation should be accessible for seven years following the end of the calendar year in which accounts to which these documents relate were closed (s. 7(2) Accounting Act). 160. A person must keep such documentation as he is obligated to keep according to the Tax Procedure Act for seven years after the end of the calendar year that the documentation concerns (s. 9(1) Tax Procedure Ordinance, 2011:1261). The Swedish Tax Agency must keep all information and supporting documentation that has been provided under the Tax Procedure Act for seven years after the end of the calendar year that the information and documentation concerns. Information and documentation related to a company must be kept by the Swedish Tax Agency for eleven years after the end of the calendar year that the information and documentation concerns (s. 20(2)). 161. The tax and accounting requirements imposed by Swedish laws ensure that the 5-year retention standard for accounting information is complied with. In practice, none of Swedens treaty partners has indicated that
they have not received accounting information they had requested because it was not available.
A.3. Banking information

Banking information should be available for all account-holders.
Record-keeping requirements (ToR A.3.1)

162. There are extensive requirements under Swedish AML, accounting and tax laws for banks to keep records pertaining to the accounts and related financial and transactional information. 163. Swedish law prohibits anonymous passbooks and anonymous accounts (s. 2(14) AML Act). Further, an agreement to establish an account, an agreement to make a deposit into a deposit passbook or a deposit certificate; or an agreement to make any other type of deposit are subject to identification according to specific AML provisions (s. 2(11)). All credit and financial institutions, including investment companies 164. and investment funds in Sweden are subject to the AML Act (s. 1(2)). The CDD measures to be undertaken prior to establishing business relationships with or carrying out transactions for the customers include: verification of the customers identity through identification documents, register extracts or through other reliable sources such as customers passport or identification documents concerning identity, citizenship, place of residence, other residences and public function (e.g. drivers licence, identity card); verification of the identity of the person on whose behalf the customer acts, or where the customer is a legal person, the person who exercises a controlling influence over the customer; such verification must involve investigation of the customers ownership structure and monitoring structure; acquisition of information regarding the purpose and nature of the business relationship (s. 2(3)).

165. Further, CDD measures require ongoing monitoring of the business relationship including ensuring that the information held on the customer is kept up-to-date (s. 2(10)). All data and documents gathered when identifying customers and performing CDD have to be kept for a minimum of five years s. 2(13)). 166. The AML Act imposes penalties on banks that fail to comply with their CDD and record keeping requirements. Banks that fail to conduct appropriate CDD are liable to a fine of up SEK 50 million (EUR 6 million) (s. 15(8) Banking and Financing Business Act, 2004:297). The FSA may further intervene through an order to limit the operations of a bank to reduce the risks of breach of AML obligations. Where the infringement is serious, a banks licence can be revoked or, where sufficient, a warning is issued (s. 15(1)). 167. Swedish banks and Swedish branches of foreign banks are required by the Banking and Financing Business Act (s. 10(1) 2004:297) to maintain accounts in accordance with the Accounting Act,). The obligation to maintain accounts should be fulfilled in such a manner as accords with generally accepted accounting principles (s. 4(2) Accounting Act). All business transactions should be entered in the accounts in such a manner that they can be presented in chronological order (books of prime entry) and systematically (general ledgers). The aforesaid should take place in such a manner that it is possible to verify the completeness of the accounting items and obtain an overview of the development of the operations, financial position, and results of the business (s. 5(1)). Every business transaction should be verified by a voucher (s. 5(6)). Banks are subject to obligatory accounting audit (s. 10(9) Banking and Financing Business Act). Further, the legislation requires banks to keep separate records in their accounts of transactions made for a clients account (s. 2(3) Financial Supervisory Authority Regulation, 2008:55) and keep these records for a period of seven years (s. 7(2) Accounting Act). Non-compliance can be sanctioned with fines of up to SEK 50 million (EUR 6 097 million) (s. 15(8) Banking and Financing Business Act). 168. Banks are required to provide annual statements of income to the Swedish Tax Agency on all interest received and paid as well as other income related to bonds and other types of security. Banks are also required to provide the Tax Agency with statements on payments to other countries that exceeds 150 000 SEK (EUR 18 180). In that case the bank will need to maintain both identity information of the client as well as accounting information pertaining to the payment for tax purposes. Documentation related to these payments must be kept for at least seven years from the date of the payment. These requirements are subject to a fine for non-compliance. The law does not stipulate amount of the fine, however it prescribes that the fine should be set so as to achieve the desired effect (ss. 1,3 Act on Fines, 1985:206).
169. In addition, banks are also required to maintain adequate records in order to fulfill tax requirements under the EU Savings Directive to report automatically the identity and residence, the account number and information concerning the interest payment to account holders that are not resident in Sweden but are residents in other EU member states. 170. Swedish accounting law, tax law, and AML rules provide sufficient requirements to ensure the maintenance of information pertaining to the accounts and related financial and transactional information of financial institutions. These obligations are supported by sufficient sanctions ensuring compliance with these obligations (see section A.1.6). A number of Swedens treaty partners have reported that they have received the banking information requested in adequate quality and mostly within 90 days.
COMPLIANCE WITH THE STANDARDS: ACCESS TO INFORMATION 55
B. Access to Information
Overview
171. A variety of information may be needed in a tax enquiry and jurisdictions should have the authority to obtain all such information. This includes information held by banks and other financial institutions as well as information concerning the ownership of companies or the identity of interest holders in other persons or entities, such as partnerships and trusts, as well as accounting information in respect of all such entities. This section of the report examines whether Swedens legal and regulatory framework gives the authorities access powers that cover all relevant persons and information, and whether rights and safeguards are compatible with effective exchange of information. It also assesses the effectiveness of this framework in practice. 172. The Swedish Tax Agency has broad powers to access information from any person and from public authorities. These powers can be exercised through written orders and on-site tax audits. Non-compliance can be sanctioned with penalties. The tax administration has the power to enter premises, inspect relevant documents and take copies thereof as well as seize materials. All these domestic powers can be used for exchange of information purposes. 173. The confidentiality of bank information is protected by law but this is lifted when banks are requested in writing by the Swedish Tax Agency to provide information regarding accounts and transactions. 174. The Swedish Tax Agency can apply their domestic powers, including sanctions, for the purpose of answering international requests for information, including in cases where it does not have an interest in the information for domestic tax purposes. 175. The scope of professional privilege under the Swedish law is in line with the international standard. Application of rights and safeguards (e.g. notification, appeal rights) in Sweden does not unduly prevent or delay effective exchange of information.
56 COMPLIANCE WITH THE STANDARDS: ACCESS TO INFORMATION

176. In practice, Sweden has a longstanding tradition of being an excellent EOI partner which is able to provide all types of information and mostly within the prescribed deadlines. Over the last three years Sweden has always been in position to access information requested by its partners, demonstrating the adequacy of its information gathering powers and sanctions relating to them.
B.1. Competent Authoritys ability to obtain and provide information

Competent authorities should have the power to obtain and provide information that is the subject of a request under an exchange of information arrangement from any person within their territorial jurisdiction who is in possession or control of such information (irrespective of any legal obligation on such person to maintain the secrecy of the information).
The Swedish competent authority

177. The competent authority for the purposes of exchange of information is the Swedish Tax Agency (STA). The STA is an independent government agency under the responsibility of the Ministry of Finance. Neither the Minister nor the cabinet is allowed to interfere in individual cases at the STA. The STA consists of a head office, seven tax regions 31 and a large taxpayer unit (SFR). The STA is responsible for the administration of most taxes and maintaining civil registers such as the registration number register, register of estate inventories, marriage register. At the beginning of 2010, the STAs headquarter had 476 employees and the eight tax regions 9 446 employees. 178. The competent authority responsibility has been divided within the STA between the head office (central liaison office, CLO) and the regional tax offices (liaison departments, LO) in Stockholm, Malm and Ludvika. The CLO is responsible for strategic matters such as analytical work, monitoring and reporting. The CLO is also responsible for concluding administrative agreements (Memorandum of Understanding) with competent authorities in other countries and representing Sweden in international fora concerning exchange of information such as OECDs working groups on exchange of information, European Union committees dealing with exchange of information and IOTA seminars. The designated LOs are responsible for the practical management of exchange of information. Offices in Malm and Stockholm are responsible for exchange of information with regard to direct taxes and VAT. The office in Ludvika is responsible for excise duties. The organisation of LOs for direct taxes and VAT is country based. The LO in Malm is responsible for the following countries: Albania, Austria,
31. Swedish Tax Agency Regions: Northern, Central, Mlardal, Stockholm, Western, Eastern and Southern.
Bosnia and Herzegovina, Bulgaria, Croatia, Czech Republic, Denmark, Faroe Islands, France, Germany, Greece, Greenland, Hungary, Iceland, Italy, FYROM, Montenegro, Poland, Portugal, Romania, Serbia, Slovakia, Slovenia, Spain and Turkey. The LO in Stockholm is responsible for all other countries. The CLO employs three persons. There are 11 persons in the Malm LO, 9 persons in the Stockholm LO and 2 persons in the Ludvika LO. 179. Swedens main EOI partners are Denmark, Poland, Norway, Cyprus 32 and Estonia (in order of significance). EOI with Denmark and Norway covers all aspects of taxation (individuals, sole proprietors, companies and groups of companies). EOI with Poland and Estonia is mainly related to the number of sole proprietors that are performing business activities (building construction) in Sweden. EOI with Cyprus is mainly due to the fact that Cyprus is frequently used by Swedish entities for tax planning purposes. 180. General contact information regarding the two liaison departments in Malm and Stockholm is published on the STAs website. Specific contact details such as name and e-mail address are available on dedicated nonpublic websites as CIRCA 33 (for EU member states) and the OECD database. Competent authority contact details have also been sent directly to the competent authorities of some of Swedens treaty partners. 181. All incoming EOI requests are reviewed by the LO. LOs staff checks whether the request is clear enough to enable a reply and whether it complies with the respective EOI instrument. If not, the requesting competent authority is asked to complete the request or to provide additional information. Over the last three years, this has been the case in approximately 2% of the incoming requests received. Subsequent processing depends on whether the requested information is already in the hands of the STA (i.e. exists in the tax administration system) or not. The competent authority (i.e. CLO and the LOs) has direct access to all existing information in the tax administration system and can
32. Note by Turkey: The information in this document with reference to Cyprus relates to the southern part of the Island. There is no single authority representing both Turkish and Greek Cypriot people on the Island. Turkey recognises the Turkish Republic of Northern Cyprus (TRNC). Until a lasting and equitable solution is found within the context of the United Nations, Turkey shall preserve its position concerning the Cyprus issue. Note by all the European Union Member States of the OECD and the European Union: The Republic of Cyprus is recognised by all members of the United Nations with the exception of Turkey. The information in this document relates to the area under the effective control of the Government of the Republic of Cyprus. CIRCA (Comunication and Information Resource Centre Administrator) is extranet tool, developed by the European Commission to allow sharing of secured information among EU member states public administrations.
33.

answer incoming requests by using this information. If the information needed is not in the system the request is sent, via secured Intranet application, to an appointed contact person in the region where the taxpayer is registered. There are one or two contact persons in each of eight Swedish tax regions. These regional contact persons either handle these requests by themselves or forward them to a local officer in order to obtain the information from the taxpayer or from third parties in possession of the information. The process of handling incoming requests is further described under section C.5 of this report.
Bank, ownership and identity information (ToR B.1.1)/Accounting records (ToR B.1.2) Information directly available to the competent authority
182. The CLO and LOs have direct access to the tax administration system (the tax database) and can use all public sources as well. The tax database includes information either contained in tax returns for taxable periods not older than seven years or reported to the STA by third parties. It contains, among other things, information on: employment income, pensions, interest paid, interest on bank accounts, capital gains.
183. The most important public sources directly available to the competent authority are the company register containing information including annual reports, articles of association, domicile of the company, type of activity, share capital, board members and signatory for the company, mortgage, company address, company auditor (see part A.1 of the report) the population register containing information such as identity (including ID number), date and place of birth and address of the person concerned the real estate register providing identity information on current and previous owners of real estate, its location, size, approximate value, etc. the BAS register containing identification/registration numbers on all companies and individuals and further identity information (e.g. full name, address).
184. When the requesting party asks for limited information such as annual tax returns or elements of income, the competent authority can directly use the information it already has to provide an answer in a very short period of time. When the information is not contained in the tax database, the STA will use its power to obtain information to give an answer. In 25% of the incoming requests received, the requested information is already available to the STA.
Power to obtain information

185. The Tax Procedure Act grants broad powers to the STA to obtain a wide variety of information for the purpose of tax investigation. These powers can be used for exchange of information purposes under similar circumstances as for domestic cases (see below section B.1.3). These information gathering powers include powers to: order a party by notice to provide specific information which a person has or may be assumed to have a liability to supply (s. 37(6) TPA); order a party by notice to provide accounts, notes or other appropriate documentation required to substantiate his tax position (s. 37(7)); open a tax audit to check information relevant for tax assessment (s. 41(2)); order a party that has or may be assumed to have a requirement to maintain accounting records under the Accounting Act, other legal entity or if special grounds provided any other person to supply information about a legal transaction with another party (s. 37(9,10)); order a natural person to provide statements of income concerning compensation paid for a work to a named person, or interest from a named borrower (s. 37(8)); order a party who is not liable to submit a return to do so (s. 37(4)) order a party that provides remuneration for work to provide information about the future remuneration of a person during the persons fiscal year (s. 37(5));
186. The STA may conduct a tax audit in order to obtain a broader and more detailed picture of the tax relevant affairs of the person concerned. A tax audit is usually carried out to obtain information requested in more complex cases where different pieces of information are needed in order to respond to a request. A tax audit may be carried out among other cases on: a party who has or may be assumed to have a requirement to maintain accounting records under the Accounting Act;

187. a legal entity other than the estate of a deceased person; a party who has applied for registration; a party who has applied or been approved for F-tax (s. 41(3)). During an audit, the auditor may: examine accounting material and other documents related to subject of the audit; take stock of cash held; examine stock, machinery and equipment; inspect operational premises (s. 41(7)).
188. Banks are covered by the above mentioned obligations. Based on s. 37(9) the STA may order a bank to provide banking information in relation to a specific person. There is no legal requirement prescribing specific identification information to be included in such an order. As a matter of practice the order should allow identification of the account holder or include the account number concerned. It is possible to send a request to several banks in Sweden at once if it is unclear by which bank is the account operated. 189. Based on the peer inputs Sweden is able to provide bank, ownership and identity information and accounting records and, for the most part, in timely manner.
Obtaining information in practice

190. Upon receipt of the request the STA can use the same measures as for domestic tax purposes (s. 5 Act concerning Mutual Administrative Assistance in Tax Matters, 1990:314). In practice the competent authority or local office usually employs the most efficient of the following measures to obtain the requested information depending on the circumstances of the case: conduct a desk audit; LOs or local offices use directly accessible information sources (e.g. the tax database, public sources, tax files) to obtain the requested information. order a person to provide the requested information by notice (call of summons); LO or in most cases the local office issues an order to person to provide the specified information. The timeline for providing the information is given within the order and it is usually two or three weeks depending on availability of the requested information. In most cases the information sought is provided in a timely manner.
order a person to provide the requested information subject to a default fine; the LO or the local office issues such an order if the requested information was not provided upon the first order or if there is a reasonable ground to expect that the information would not be provided. The amount of the fine is subject to administrative decision of the respective officer and should be sufficiently deterrent to ensure providing of the requested information. The amount of the fine is usually based on percentage of turnover of the person obliged to provide the information. conduct a tax audit (as described above); a tax audit can be opened upon a decision of the local office. A tax audit is opened for the purpose of obtaining information in more complex cases or if the previously requested information was not provided. The person concerned is contacted ahead to arrange for the on-site visit. The audit procedure usually lasts for three months but its length is not legally restricted.
191. Information sought is already available to the STA in about 25% of the cases; in these cases, a desk audit is sufficient to obtain the information requested. In most of the cases the requested information is obtained by issuing a call of summons. Over the last three years a call of summons was issued in about 70% of cases. A tax audit is not very common for exchange of information purposes. Tax audits were conducted in about 5% of the cases during the period 2009-11. If the person is not willing to provide the requested information, when requested or during an audit, the STA can use coercive measures (including seizure of evidential matter, sealing off premises, etc.) subject to a decision of the administrative court (ss. 45(13,14) Tax Procedure Act). The explanatory note to the Tax Procedure Act states 34 that the court procedure has to be expedited. The request is therefore given high priority and heard by the administrative court within less than one week. The STA did not have to use coercive measures in the last three years to collect the information for EOI purposes.
Use of information gathering measures absent domestic tax interest (ToR B.1.3)
192. The concept of domestic tax interest describes a situation where a contracting party can only provide information to another contracting party if it has an interest in the requested information for its own tax purposes. 193. Under the Act concerning Mutual Administrative Assistance in Tax Matters (1990:314) administrative assistance should be provided in
34. Government Bill 2010/11:165, page 898.

accordance with the provisions that apply to the Swedish tax most closely comparable with the foreign tax to which the administrative assistance refers (s. 5). Administrative assistance covers exchange of information, simultaneous tax investigations and participation in tax investigations; assistance with tax recovery and service of documents (s. 3). Consequently, the STA has the same information gathering powers for obtaining information upon request of its treaty partner as for the purpose of its own tax of the most similar nature. In practice, Sweden is able to use its information gathering powers even if there is no domestic tax interest as was reported by Swedens EOI partners.
Compulsory powers (ToR B.1.4)

194. Jurisdictions should have in place effective enforcement provisions to compel the production of information. 195. The STA may issue an order subject to a default fine if there is a reason to assume that the order would otherwise not be complied with (s. 44(2) Tax Procedure Act). 196. If the information sought is not provided by the requested person upon notice or tax audit the STA may order a seizure of evidential matter involving the following coercive measures: an audit at the operational premises of the party being audited; searching for and taking custody of documents; and sealing off premises, storage areas or other spaces (s. 45(2)).
Search and seizure is subject to an order by the administrative court following an application by the STA (s. 45(13)). If there is a significant risk that any delay will hinder the purpose of the search and seizure measures (e.g. evidential matter removed or destroyed), the audit leader may make a preliminary decision to use these measures prior to the order by the administrative court. The audit leader must then apply for a decision at the administrative court within five days of making the preliminary decision (s. 45(14)). The explanatory note to the Tax Procedure Act states 35 that the court procedure has to be expedited. The request is therefore of high priority and tried by the administrative court within less than one week. 197. Penalties for delay are charged if a party who is obliged to provide the requested information fails to do so within the legal time limits. The penalty is in most cases SEK 1 000 (EUR 121) and can be charged repeatedly (s. 48(1)). In the case of an income return of a company or an ecomonic association the amount is SEK 5 000 (EUR 606). The amount of the penalty is
35. Government Bill 2010/11:165, page 898.
decided by the respective tax authority and should be large enough to encourage the party to provide the requested information. Tax surcharges of 20% or 40% of the assessed tax will be levied on a party that has provided incorrect information which led to an incorrect tax assessment (ss. 49(4,11)). 198. Providing incorrect information can also represent a crime which is subject to a fine or imprisonment for up to six years depending on the intention of the person and amount of tax concerned (s. 4,5 Tax Offences Act (1979:69)). 199. Over the last three years, there is no indication of cases where Sweden was not in a position to provide information upon request, indicating that the sanctions foreseen by the Swedish legal framework for failure to comply with these requirements are adequate.
Secrecy provisions (ToR B.1.5) Bank secrecy

200. There is no exemption from the obligation to provide information for tax purposes in respect of banks. The STA may order a bank to provide banking information in relation to specific persons (s. 37(9) Tax Procedure Act). According to Chapter 1, Section 10 of the Banking and Financing Business Act (2004:297), an individuals relations with a credit institution may not be disclosed, in the absence of authorisation. Powers granted by the provision of chapter 37 section 9 of the Tax Procedure Act are such authorisation.
Other professional secrecy provisions

201. The STA may request non-public information from any person who carries on business activities and who is in possession of relevant information on a person concerned (s. 37(6,7) Tax Procedure Act). There are following exemptions (s. 47(2)): Public officials who may not provide information pursuant to the Public Access to Information and Secrecy Act (2009:400), e.g. employees of intelligence services, who cannot be heard as witness concerning that information without the permission by the authority in the activity of which the information has been obtained. Advocates and their counsel may not testify concerning matters entrusted to, or found out by, them in their professional capacity unless the examination is authorised by law or is consented to by the person for whose benefit the duty of secrecy is imposed.

Attorneys, counsel or defence counsel may be heard as a witness concerning matters entrusted to them in the performance of their assignment only if the party gives consent. Information of significant protective interest outweighing interest of tax assessment.
202. The official interpretation of the scope of legal privilege is contained in the governments explanatory note (proposal 1993:94:151 pp. 93-99). The exemption covers e.g. trade or business secrets of a technical nature and information held by categories of legal professionals enumerated in the above and other professionals acting in their capacity of admitted legal representatives, i.e. accountants, auditors and tax advisors. The explanatory note (proposal 1993/94:151 pp. 93-99) further stipu203. lates that the above exemptions should be interpreted as covering only legal advice by a qualified legal advisor but not factual information relevant for the tax assessment in the individual case. 204. A document that may be covered by the professional secrecy should be exempt from checks by the tax authority at the request of the party who is the subject to the tax enquiry (s. 47(3) Tax Procedure Act). A decision on exempting a document from checks is made by the administrative court (s. 47(4)). 205. The scope of professional privilege allows for effective exchange of information. In practice, there are no cases reported by members of the Global Forum showing that Sweden has not provided the requested information based on secrecy provisions in domestic law.
B.2. Notification requirements and rights and safeguards

The rights and safeguards (e.g. notification, appeal rights) that apply to persons in the requested jurisdiction should be compatible with effective exchange of information.
Not unduly prevent or delay exchange of information (ToR B.2.1)

206. The Terms of Reference provides that rights and safeguards should not unduly prevent or delay effective exchange of information. For instance, notification rules should permit exceptions from prior notification (e.g. in cases in which the information request is of a very urgent nature or the notification is likely to undermine the chance of success of the investigation conducted by the requesting jurisdiction). 207. There is no prior notification procedure in Sweden. After the Swedish competent authority has provided information to answer an inbound request, the party concerned receives a letter to advise him/her of this provision. Such a letter must specify the foreign authority to which the information has been forwarded. This information can be omitted if it is obviously unnecessary or if there is a risk that it will undermine the implementation of the foreign authoritys investigation or decision in a tax matter (s. 9 Act on Mutual Assistance in Tax Matters, 1990:314). Sending a letter of advice is considered unnecessary if the information sent was provided by the person or the person has already received a copy of that information (e.g. regular bank statements). 208. The taxpayer cannot appeal against the provision of information itself unless provided in breach of the respective EOI instrument. The person concerned can make an appeal concerning the content of the provided information. If the information is proved incorrect the Swedish Tax Agency is liable to a claim of damages. If the provided information is proven incorrect the Swedish competent authority sends corrected information to the requesting country. In practice, this situation has never been experienced.
COMPLIANCE WITH THE STANDARDS: EXCHANGING INFORMATION 67
C. Exchanging Information
Overview
209. Jurisdictions generally cannot exchange information for tax purposes unless they have a legal basis or mechanisms for doing so. A jurisdictions practical capacity to effectively exchange information relies both on having adequate mechanisms in place as well as an adequate institutional framework. This section of the report assesses Swedens network of EOI agreements against the standards and the adequacy of its institutional framework to achieve effective exchange of information in practice. 210. In Sweden, the legal authority to exchange information is derived from double tax conventions, tax information exchange agreements and multilateral treaties concerning administrative cooperation (the Nordic Convention, Joint COE/OECD Convention on Mutual Administrative Assistance in Tax Matters) after being ratified and incorporated into domestic law. Upon coming into force international treaties have the same legal status as Swedish law. In addition Sweden exchanges information on indirect taxes under several instruments. 211. Sweden has a considerable network of agreements that provide for exchange of information in tax matters. This network currently covers 126 jurisdictions through 76 double tax conventions (DTCs) as well as 38 tax information exchange agreements (TIEAs), two multilateral agreements and EU legislation. All DTCs except for two 36 are in force. 21 out of 38TIEAs are in force. All but one of the agreements not in force (Nigeria) was signed in 2010 or later. 212. In addition, Sweden is able to exchange information in tax matters with other European Union (EU) Member States 37 under the EU Mutual
36. 37. DTC with Mauritius and DTC with Nigeria. The EU Member States covered by this Council Directive are: Austria, Belgium, Bulgaria, Cyprus*, the Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Malta,
68 COMPLIANCE WITH THE STANDARDS: EXCHANGING INFORMATION

Assistance Directive. While this report is focused on the terms of its EOI agreements and practices concerning the exchange of information on request, Sweden is also involved in spontaneous and automatic exchange of information. In addition, Sweden exchanges a large amount of data on an annual basis under the EU Savings Directive. The Swedish approach in these areas shows the importance that Sweden places on exchange of information. 213. Out of Swedens 114 bilateral agreements, 5 agreements do not meet the international standard. 38 Sweden should update the small number of these agreements which do not allow exchange of information in line with the international standard. Further, Sweden should continue its programme of updating its older agreements and entering into new agreements with relevant jurisdictions. 214. Swedens EOI agreements cover all its major trading partners and more than half of the Global Forum members as well as all EU member states and all of the OECD members. Sweden has not refused to enter into an exchange of information agreement with any Global Forum member seeking to do so. Sweden has a full ongoing negotiation program. In addition, Sweden is currently updating its older agreements by establishing Protocols or negotiating new agreements to bring the exchange of information articles to the international standard. 215. All EOI agreements signed by Sweden have confidentiality provisions ensuring that all information received will be kept confidential. Sweden has stringent domestic law confidentiality provisions, supported by sanctions for non-compliance, and these supplement the confidentiality provisions in its EOI agreements.
the Netherlands, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden and the United Kingdom. *1. Footnote by Turkey: The information in this document with reference to Cyprus relates to the southern part of the Island. There is no single authority representing both Turkish and Greek Cypriot people on the Island. Turkey recognises the Turkish Republic of Northern Cyprus (TRNC). Until a lasting and equitable solution is found within the context of the United Nations, Turkey shall preserve its position concerning the Cyprus issue. *2. Footnote by all the European Union Member States of the OECD and the European Commission: The Republic of Cyprus is recognised by all members of the United Nations with the exception of Turkey. The information in this document relates to the area under the effective control of the Government of the Republic of Cyprus. The agreements with Botswana, Kenya, Malaysia, Singapore and Trinidad and Tobago.
38.
216. In the period under review (2009-11), Sweden received 494 EOI requests, Swedens main EOI partners are Denmark, Poland, Norway, Cyprus and Estonia (in order of significance). Sweden is able to provide all types of requested information in adequate quality and in most cases within 90 days. Its organisational processes and resources are adequate to meet the volume of requests it receives and sends. The staff is highly skilled and has sufficient training specific to exchange of information. The EOI partners who responded to the peer questionnaire praised Swedens efforts and consider Sweden an excellent EOI partner.
C.1. Exchange-of-information mechanisms

Exchange of information mechanisms should allow for effective exchange of information.
217. Sweden has a long tradition of promoting mutual assistance for the prevention of international tax evasion and for mutual assistance in assessment and collection of taxes. Since the early 1940s, the Nordic countries signed bilateral agreements amongst each other to facilitate the enforcement of taxes in cases in which taxpayers had left one of the states for another 39. These agreements covered both reciprocal assistance for the enforcement of tax claims and the exchange of information. The first Convention between Denmark, Finland, Iceland, Norway and Sweden Regarding Mutual Assistance in Tax Matters was signed in 1972, and subsequently amended. 218. Swedish authorities have an ongoing programme of establishing agreements and revising agreements where necessary in order to bring them to the standard. Negotiation of agreements by Sweden is underpinned by a strong co-operation mechanism involving Denmark, the Faroe Islands, Finland, Greenland, Iceland and Norway. Whilst agreements are signed bilaterally, TIEAs are negotiated jointly and there is a co-ordinated approach to negotiation of tax treaties as well when undertaken in the context of the Nordic co-operation arrangements. However, normally, tax treaties are both negotiated and signed bilaterally. 219. Currently, Swedens network of EOI mechanisms includes 76 Double Tax Conventions, 2 multilateral agreements (the Nordic Convention and the Joint COE/OECD Convention on Mutual Administrative Assistance in Tax Matters) and 38 TIEAs. Out of these 115 agreements, 19 agreements are not in force. Further, Sweden is also in position to exchange information under the EU Mutual Assistance Directive. As a consequence, Sweden has
39. Finland and Sweden (1943); Norway and Sweden (1949); Denmark and Sweden (1953); Finland and Norway (1954); Denmark and Finland (1955); Denmark and Norway (1956).

currently in force a network of arrangements allowing for exchange information with 104 jurisdictions. 220. Sweden participates in other forms of administrative cooperation as well. These forms of cooperation are taking place mainly based on the EU Mutual Assistance Directive, EU Savings Directive, EU Regulation on Administrative Cooperation in the Field of VAT 40, Nordic Mutual Assistance Convention on Mutual Administrative Assistance in Tax Matters, Joint COE/ OECD Convention on Mutual Administrative Assistance in Tax Matters and Memorandum of Understandings signed under the respective DTC. These forms of cooperation involve: spontaneous exchange of information automatic exchange of information presence of officials abroad multilateral controls simultaneous audits.
Foreseeably relevant standard (ToR C.1.1)

221. The international standard for exchange of information envisages information exchange upon request to the widest possible extent. Nevertheless it does not allow fishing expeditions, i.e. speculative requests for information that have no apparent nexus to an open inquiry or investigation. The balance between these two competing considerations is captured in the standard of foreseeable relevance which is included in Article 26 (1) of the OECD Model Taxation Convention set out below: The competent authorities of the Contracting States shall exchange such information as is foreseeably relevant for carrying out the provisions of this Convention or to the administration or enforcement of the domestic laws concerning taxes of every kind and description imposed on behalf of the Contracting States, or of their political subdivisions or local authorities, insofar as the taxation thereunder is not contrary to the Convention. The exchange of information is not restricted by Articles 1 and 2. 222. Of the DTCs signed by Sweden, only that with Poland (signed in 2004), as well as the Protocols signed with Austria, Barbados, Luxembourg, Mauritius, Switzerland and Jamaica contain the term foreseeably relevant.
40. Council Regulation No.904/2010 EEC, on Administrative Cooperation and Combating Fraud in the Field of Value Added Tax.
Swedens 38 TIEAs 41 are all patterned on the OECD Model TIEA and are therefore compliant with the foreseeably relevant standard. 223. Swedens DTCs usually use the term necessary or relevant in lieu of foreseeably relevant. This is the case for 64 out of the 76 DTCs signed by Sweden. The terms necessary and relevant are recognised in the commentary to Article 26 of the OECD Model Tax Convention to allow for the same scope of exchange as does the term foreseeably relevant. 42 While article 4 of the Nordic Convention does not phrase its EOI provision the same way (a contracting State shall be obliged to provide assistance as referred to in Article 1 regarding all tax claims arising in another Contracting State in accordance with its laws relating to the taxes and levies covered by Article 2), in practice the Convention allows for exchange of foreseeably relevant information. 224. The treaty signed with Germany only allows exchanges for the application of the Convention but not for the application of the domestic laws of the requesting country. This treaty is not to the standard. However, as Sweden and Germany are covered by the EU Mutual Assistance Directive, and also are signatories of the Joint COE/OECD Convention on Mutual Administrative Assistance in Tax Matters, exchange of information to the standard can and does take place between these two countries. 225. Based on peer inputs Sweden has not declined any request for information received over the last three years, on the basis that the requested information was not foreseeably relevant.
In respect of all persons (ToR C.1.2)

226. For exchange of information to be effective it is necessary that a jurisdictions obligation to provide information is not restricted by the residence or nationality of the person to whom the information relates or by the residence or nationality of the person in possession or control of the information requested. For this reason the international standard for exchange of
41. Andorra, Anguilla, Antigua and Barbuda, Aruba, The Bahamas, Bahrain, Belize, Bermuda, British Virgin Islands, Brunei, Cayman Islands, the Cook Islands, Costa Rica, Dominica, Gibraltar, Grenada, Guatemala, Guernsey, Isle of Man, Jersey, Liberia, Liechtenstein, Macao (China), the Marshall Islands, Monaco, Montserrat, the Netherlands Antilles, Panama, Samoa, San Marino, Seychelles, Saint Kitts and Nevis, Saint Lucia, Saint Vincent and the Grenadines, the Turks and Caicos Islands, Uruguay and Vanuatu. The word necessary in Article 26(1) of the 2003 OECD Model Taxation Convention was replaced by the phrase foreseeably relevant in the 2005 version. The commentary to Article 26 recognises that the term necessary allows for the same scope of exchange as does the term foreseeably relevant.
42.

information envisages that exchange of information mechanisms will provide for exchange of information with respect to all persons. 227. Sixty-four of Swedens DTCs as well as the Nordic Convention and its 38 TIEAs specifically provide for exchange of information in respect of all persons. None of these agreements restricts the application of the exchange of information provisions to certain persons, for example, those considered resident in one of the states. 228. The scope of the DTCs signed with Brazil, the Czech Republic, Ireland, New Zealand, Romania, the Slovak Republic, Tanzania, Thailand, Tunisia, Ukraine, the United Kingdom, and Zambia is limited to persons covered by the convention. However, these treaties note that information is to be exchanged for carrying out the provisions of the domestic laws. As nonresidents are under the scope of the Swedish legislation, these treaties provide for the exchange of information in respect of all persons. 229. Swedens competent authority has advised that it has not had any difficulties with any of its exchange of information partners with respect to this issue.
Obligation to exchange all types of information (ToR C.1.3)

230. Jurisdictions cannot engage in effective exchange of information if they cannot exchange information held by financial institutions, and nominees or persons acting in an agency or a fiduciary capacity. Both the OECD Model Taxation Convention and the OECD Model TIEA, which are the authoritative sources of the standards, stipulate that bank secrecy cannot form the basis for declining a request to provide information and that a request for information cannot be declined solely because the information is held by nominees or persons acting in an agency or fiduciary capacity or because the information relates to an ownership interest. 231. DTCs with Greece, Israel, Kenya, Spain and Singapore provide for the exchange of such information (being information which such authorities have in proper order at their disposal) as is necessary This wording may impose a restriction on the partners ability to respond to a request if interpreted restrictively by one of the treaty partners. The DTC with Spain while referring to the exchange of information necessary also specifies that the competent authorities are not obliged to exchange information which is not obtainable from documents kept by the tax authorities but which requires special investigation. With Greece and Spain, exchange of information to the standard can take place under either the EU Mutual Assistance Directive or Joint COE/OECD Convention on Mutual Administrative Assistance in Tax Matters. The DTC with Israel does not pose a restriction on exchange of information since both Sweden and Israel regard all information they can
obtain by using their access powers as information available under its taxation laws and in proper order at their disposal. In sum, it is recommended for Sweden update its treaties with Kenya and Singapore. 232. Eight of Swedens DTCs (with Mauritius and Poland and the Protocols with Austria, Barbados, Luxembourg, Switzerland, the United States and Jamaica) specifically provide that a contracting state may not decline to supply information solely because the information is held by a bank, other financial institution, nominee or person acting in an agency or a fiduciary capacity or because it relates to ownership interests in a person. The 38 TIEAs incorporate Article 5(4) subparagraphs (a) and (b) of the OECD Model TIEA, obliging the contracting parties to exchange all types of information. 233. Swedens other DTCs do not contain provision equivalent to Article 26(5) of the OECD Model Tax Convention. Although Sweden would be in position to exchange such information even without a specific provision allowing for such exchanges, the absence of a specific provision requiring exchange of bank information unlimited by bank secrecy will serve as a limitation on the exchange of information if such restriction exists for Swedens treaty partner. This is the case with Botswana and Malaysia. Consequently, these two treaties do not meet the international standard. 234. There are no restrictions in Swedens authorities capacity to access bank information, however, restrictions in access to bank information may exist on the part of some of Swedens other treaty partners. In such cases the absence of a specific provision allowing for exchange of banking information will serve as a limitation on the exchange of information under the relevant DTC. It is therefore recommended that Sweden renegotiates also its older DTCs to incorporate wording in line with Article 26(5) of the OECD Model Tax Convention.
Absence of domestic tax interest (ToR C.1.4)

235. The concept of domestic tax interest describes a situation where a contracting party can only provide information to another contracting party if it has an interest in the requested information for its own tax purposes. An inability to provide information based on a domestic tax interest requirement is not consistent with the international standard. Contracting parties must use their information gathering measures even though invoked solely to obtain and provide information to the other contracting party. Eight of Swedens DTCs (with Mauritius and Poland and the Protocols 236. with Austria, Barbados, Luxembourg, Switzerland, the United States and Jamaica) incorporate wording akin to Article 26(4) of the OECD Model Tax Convention, obliging the contracting parties to use information-gathering measures to exchange requested information without regard to a domestic tax

interest. Swedens 38 TIEAs allow information to be obtained and exchanged notwithstanding it is not required for any domestic tax purpose. 237. Swedens other DTCs do not contain such a provision. There are, however, no domestic interest restrictions on Swedens powers to access information. Sweden is able to exchange information, including in cases where the information is not publicly available or already in the possession of the governmental authorities as noted in section B.1 of this report. 238. A domestic tax interest requirement may however exist for some of Swedens treaty partners. In such cases, the absence of a specific provision requiring exchange of information unlimited by domestic tax interest will serve as a limitation on the exchange of information, which can occur under the relevant DTC. This is the case with Singapore and Trinidad and Tobago and these treaties should be updated to meet the international standard. 239. For its other partners, in practice, Sweden has experienced no difficulties arising from domestic tax interest provisions in its partner jurisdictions. No requests for information have been declined on this basis. It is recommended, however, that Sweden renegotiates its older DTCs to incorporate wording in line with Article 26(4) of the OECD Model Tax Convention.
Absence of dual criminality principles (ToR C.1.5)

240. The principle of dual criminality provides that assistance can only be provided if the conduct being investigated (and giving rise to an information request) would constitute a crime under the laws of the requested country if it had occurred in the requested country. In order to be effective, exchange of information should not be constrained by the application of the dual criminality principle. 241. There are no dual criminality requirements in Swedens agreements for exchange of information in tax matters
Exchange of information in both civil and criminal tax matters (ToR C.1.6)
242. Information exchange may be requested both for tax administration purposes and for tax prosecution purposes. The international standard is not limited to information exchange in criminal tax matters but extends to information requested for tax administration purposes (also referred to as civil tax matters). 243. All Swedens DTCs provide for the exchange of information in both civil and criminal tax matters.
Provide information in specific form requested (ToR C.1.7)

244. Exchange of information mechanisms should allow for the provision of information in the specific form requested (including depositions of witnesses and production of authenticated copies of original documents) to the extent possible under a jurisdictions domestic laws and practices. 245. There are no restrictions in the exchange of information provisions in Swedens DTCs and TIEAs that would prevent Sweden from providing information in a specific form, as long as this is consistent with its own administrative practices. Swedens DTC with the United States (1994) includes a specific clause to reinforce the need to provide information in the form requested (in the form of depositions or witnesses and copies of unedited original documents). 246. Swedens competent authority is prepared to provide information in the specific form requested to the extent permitted under Swedish law and administrative practice. Information received from partner jurisdictions with an exchange of information relationship with Sweden shows that Sweden has been able to respond to such requests in the past.
In force (ToR C.1.8)

247. Exchange of information cannot take place unless a jurisdiction has exchange of information arrangements in force. Where exchange of information agreements have been signed the international standard requires that jurisdictions must take all steps necessary to bring them into force expeditiously. 248. Sweden has brought all its EOI agreements into force expeditiously. The Swedish authorities have indicated that the ratification of treaties in Sweden usually takes less than 12 months. The average time between signature and entry into force for its post-2000 agreements is under 18 months. This is mainly the results of delayed ratification by the treaty partner. All agreements signed by Sweden are in force with the exception of two DTCs 43, two Protocols to DTCs 44 and 17 TIEAs 45. All but one of the DTCs not in force 46 were signed in 2011. The DTC with Nigeria, signed in 2004, has already been ratified by Sweden but ratification is awaited from Nigeria. The only two Protocols not yet in force are those signed in 2011 and 2012.
43. 44. 45. 46. These DTCs are with Mauritius and Nigeria. Protocol with Barbados and Jamaica. TIEAs with Antigua and Barbuda; Bahrain; Belize; Brunei; Cook Islands; Costa Rica; Dominica; Grenada; Guatemala; Macao, China; Marshall Islands; Montserrat; Panama; Seychelles; St Lucia; Uruguay; Vanuatu. DTC with Nigeria
In effect (ToR C.1.9)

249. For exchange of information to be effective, the contracting parties must enact any legislation necessary to comply with the terms of the agreement. 250. Swedens EOI agreements are given the force of law once they are approved by the Riksdag, notified by the Government ordinance and incorporated into domestic law. Once brought into effect the agreements have the same legal force as other domestic laws. Regarding issues covered by the agreement, provisions of the agreement prevail over other provisions of domestic law under the principle of lex specialis. 251. According to section five of the Act concerning Mutual Administrative Assistance in Tax Matters (1990:314) information sought for exchange of information purposes is deemed to be the same as domestic information for the purposes of tax procedure/information gathering purposes. Consequently, the STA can use all its information gathering powers as stipulated by domestic law for the purposes of exchange of information.
C.2. Exchange-of-information mechanisms with all relevant partners

The jurisdictions network of information exchange mechanisms should cover all relevant partners.
252. The international standard requires that jurisdictions exchange information with all relevant partners, meaning those partners who are interested in entering into an information exchange arrangement. Agreements cannot be concluded only with counterparties without economic significance. If it appears that a jurisdiction is refusing to enter into agreements or negotiations with partners, in particular ones that have a reasonable expectation of requiring information from that jurisdiction in order to properly administer and enforce its tax laws it may indicate a lack of commitment to implement the standards. 253. The Ministry of Finance is in charge of international treaty negotiations. The team dealing with negotiation of treaties comprises eight persons. All of Swedens 38 TIEAs were negotiated within the framework of Nordic cooperation. In order to strengthen the Nordic negotiating position and to
keep costs of negotiations down, the Nordic countries co-ordinate their negotiation work under the auspices of the Nordic Council of Ministers. A steering group of representatives from all Nordic countries coordinates the negotiation efforts. The project started in 2006 and the first negotiations took place in 2007. The aim of the project was to establish EOI relationships with jurisdictions identified as tax havens in the 2000 OECD report Harmful Tax Competition: An Emerging Global Issue. The first TIEA was signed with Isle of Man in 2007, followed by TIEAs with Jersey and Guernsey in 2008. Out of 44 jurisdictions identified for TIEA negotiations 38 TIEAs have been already signed. Cooperation within the Nordic group covers primarily the negotiation process; including signing agreements; however a cooperative approach to tackling possible delays in the ratification process in partner jurisdictions is foreseen as well. 254. To date, Sweden has signed 76 DTCs with countries all over the world. Since 2007 Sweden has signed 38 TIEAs. It is also a signatory of the Joint COE/OECD Convention on Mutual Administrative Assistance in Tax Matters and its 2010 Protocol. Finally, Sweden, as a member of the European Union, is involved in the exchange of information provided for by the EU Mutual Assistance Directive. As a result, Sweden can exchange information with 126 jurisdictions. This network covers: all G20 members but Saudi Arabia; all EU members; 89 GF members and all OECD members. 47
255. Swedens network of treaties to the standard allows exchange of information to take place with all Swedens relevant partners in terms of its diplomatic, economic and financial ties. Sweden has agreements with all of its main trading partners: the Nordic countries, EU member states, the United States, China and Russia. 256. In addition, Swedish authorities have an ongoing programme of establishing agreements and revising agreements where necessary in order to bring them to standard. No peers have reported that Sweden declined to establish an exchange of information agreement with a jurisdiction seeking the same.
47.
Although EOI to the standard cannot take place with Botswana, Kenya, Malaysia, Singapore, and Trinidad and Tobago.

Phase 1 determination The element is in place Sweden should continue to develop its exchange of information network with all relevant partners. Phase 2 Rating Compliant
C.3. Confidentiality
The jurisdictions mechanisms for exchange of information should have adequate provisions to ensure the confidentiality of information received.
Information received: disclosure, use, and safeguards (ToR C.3.1)

257. Governments would not engage in information exchange without the assurance that the information provided would only be used for the purposes permitted under the exchange mechanism and that its confidentiality would be preserved. Information exchange instruments must therefore contain confidentiality provisions that spell out specifically to whom the information can be disclosed and the purposes for which the information can be used. In addition to the protections afforded by the confidentiality provisions of information exchange instruments countries with tax systems generally impose strict confidentiality requirements on information collected for tax purposes. 258. All DTCs and TIEAs signed by Sweden have confidentiality provisions ensuring that all information received will be kept secret. These secrecy provisions are primarily based on the OECD EOI provisions. 259. According to the Public Access and Secrecy Act (2009:400), Chapter 27 Section 1, secrecy applies to all information relating to the determination of tax or relating to the assessment or otherwise to the adoption of supporting documents for the determination of tax. Secrecy also applies, under Section 2, to information obtained during an audit or other checks on matters relating to tax and that are not subject to Section 1. Section 24 of the Act concerning Mutual Assistance in Tax Matters (1990:314) provides that if a Swedish authority receives information from a foreign state in a tax matter which is subject to restrictions on its use, Swedish authorities must comply with the conditions laid down by the treaty regardless of what may be otherwise prescribed by domestic law or any other any statute.
260. All incoming requests and material received are kept in a special archive, separated from other tax files. The material/file is treated as confidential and access is restricted to authorised officials only. This also applies to spontaneous and automatic exchange of information. A special board is devoted to management and administration of confidentiality issues including access authorisations. An annual review of each employees access rights is performed. Anyone wanting access to the CLO Support database must receive prior authorisation of the CLO. Information provided by a treaty partner which leads to a tax assessment or further audit is available only to the respective investigators. The incoming request and information contained in it is never transmitted to the person subject of the request. To stress even more the need to ensure confidentiality, the STA is in the process of introducing the recommendations presented in the OECD Keeping it Safe guide. All information provided to the treaty partner is exchanged either by 261. post, by encrypted CD, by encrypted e-mail between the Nordic Countries, or by CCN mail 48 between EU member States. The security department of the STA also monitors access to databases and electronic communication. The obligation of confidentiality is also stipulated in employment contracts. Any breach of this obligation may lead to cancelation of the contract, administrative penalties and fines or criminal sanctions based on the seriousness of the confidentiality breach (ss. 14,15,18,22 Public Employment Act, 1994:260; s. 20(3) Penal Code). Confidentiality rules are further elaborated in CLO guidelines and practical recommendations. 262. During the on-site visit, the assessment team observed that the Swedish competent authority has adequate administrative procedures and sufficient equipment to ensure confidentiality of the information provided. There have been no instances identified by peers where the confidentiality of information received by Sweden was not preserved.
All other information exchanged (ToR C.3.2)

263. The confidentiality provisions in Swedens exchange of information agreements and domestic law do not draw a distinction between information received in response to requests and information forming part of the requests themselves. The rules that apply are therefore the same ones as those described above.
48.
CCN mail means the common platform based on the common communication network (CCN), developed by the European Union for all transmissions by electronic means between competent authorities in the area of customs and taxation.

C.4. Rights and safeguards of taxpayers and third parties

The exchange of information mechanisms should respect the rights and safeguards of taxpayers and third parties.
Exceptions to requirement to provide information (ToR C.4.1)

264. Each of Swedens exchange of information agreements ensures that the parties are not obliged to provide information which would disclose any trade, business, industrial, commercial or professional secret or information which is the subject of attorney client privilege or information the disclosure of which would be contrary to public policy. 265. The term professional secret is not defined in the DTCs and therefore, considering the definition provisions of the DTCs (see Article 3(2) of the Model DTCs), this term derives its meaning from the domestic laws of the treaty parties. As noted in Part B of this report, the scope of professional privileges under the Swedish law allows for effective exchange of information. 266. Section 6 of the Act concerning Mutual Assistance in Tax Matters (1990:314) reproduces the language of Article 26(3) of the Model Tax Convention and Article 7(3) of the Model Agreement incorporating such rights and safeguards into domestic law. This provision will therefore always apply unless otherwise provided in the respective treaty. 267. From the answers provided by peers, there do not seem to have been any instances where the rights and safeguards of the taxpayers were not preserved by Sweden.
C.5. Timeliness of responses to requests for information

The jurisdiction should provide information under its network of agreements in a timely manner.
Responses within 90 days (ToR C.5.1)

268. In order for exchange of information to be effective it needs to be provided in a timeframe which allows tax authorities to apply the information to the relevant cases. If a response is provided but only after a significant lapse of time the information may no longer be of use to the requesting authorities. This is particularly important in the context of international cooperation as cases in this area must be of sufficient importance to warrant making a request. 269. Swedens main EOI partners are Denmark, Poland, Norway, Cyprus and Estonia (in order of significance). Sweden received 494 requests over the past three years (2009-11). Based on the statistics provided Sweden was able to provide the requested information within 90 days in about 80% of the requests. In about 10% of the requests information was provided within 180 days. Requests were answered within one year in about 5% of requests and within more than one year in about 3% of cases. In approximately 2% of the requests the requested information was not provided. In the vast majority of these cases the person was not known to the STA (not recorded in the tax database or in any public source). Further research did not allow the STA to find this person and thereafter to ask for the requested information. In such cases Sweden has informed the requesting jurisdiction accordingly. These statistics correspond to received peer inputs indicating that Sweden was able to respond to requests within 90 days in most of the cases. 270. Requests that are not fulfilled within 90 days do not relate to a particular type of information. These cases usually represent more complex requests and require a detailed investigation which needs to be carried out by local offices of the tax administration. The most common reasons for not providing the requested information are that no record of the person exists in the Swedish tax database and the person could not be found through internet or other searches or the information requested relates to old periods (more than seven years). Sweden has advised that it has not been able to answer incoming requests in five instances over the years 2009-11. 271. In most cases the Swedish competent authority does not send a status update to the requesting jurisdictions when the 90 day time limit is reached. This was also confirmed by Swedens foreign counterparts in their peer inputs. Information on progress of the matter is usually furnished when the requesting jurisdiction sends a reminder to the Swedish authorities. It is therefore recommended that the Swedish authorities establish a routine

process to update requesting authorities on the status of their requests where the response takes more than 90 days.
Organisational process and resources (ToR C.5.2)

272. Swedens competent authority is organised into two levels. These levels consist of a central liaison office (CLO), situated at the head office of the STA in Stockholm and three designated liaison departments in Stockholm, Malm and Ludvika (LOs). The organisation of CLO and LO responsibility is discussed in part B.1 of this report. 273. There are two main databases for management of EOI requests. Every received or sent request is recorded in the Diary application (DiaRtt). The DiaRtt is the STAs system for recording of all incoming and outgoing communication to and from the agency. By entering a request into DiaRtt a reference number is obtained and the request is categorised (request of information/spontaneous information/automatic information, incoming/outgoing, name of country where the information is sent from or sent to, TIN number). Any action taken in the case is noted in DiaRtt e.g. when a request is sent to a region, answer is received from the region and answer sent to the requesting country. When a reply is sent to the requesting country, the case is closed in DiaRtt. The access to DiaRtt is restricted. More detailed information regarding the specific request is contained 274. in an electronic case management database (the CLO Support database) in which are inserted other information that might be useful in management of the case (e.g. a reminder list of ongoing cases and their time limits for answering). The CLO Support database is also used to produce statistics, monitor ongoing cases and to develop risk analysis. 275. Incoming requests are in most cases sent directly to the respective LO. All incoming requests are reviewed by the LO. The LOs and CLO have direct access to all information in the tax administration system (see part B.1 of the report). If the information needed is not in the database the request is sent, via the STA Intranet, to an appointed contact person in the local tax administration office where the taxpayer is registered. This is the case for the majority of requests. There are one or two contact persons in each tax region. The regional contact persons either deal with the request themselves or forward it to a local officer in order to obtain the information from the person concerned or from a third party in possession or control of the information. Once the information is obtained the contact person sends the completed answer back to the LO via special letter box on the Intranet dedicated to each type of tax. Subsequently, LO checks completeness and formal correctness of the response and provides the information by post, by encrypted e-mail or by CCN to the requesting party.
276. Normally all incoming requests are received in English and are further handled without translation. English translations of the information provided are done by the office which gathers the requested information. In most cases the translations are therefore done at the local level, i.e. by the contact person or local officer obtaining the information. The requested information is normally provided to the treaty partner in English. The competent authority can translate the information into German or French if requested. 277. The STA has issued several working guidelines and manuals for the purposes of providing practical guidance to the LOs and local officers in handling of exchange of information. Two sets of working guidelines provide support regarding handling requests related to direct taxes and VAT, another two sets of working guidelines relate to automatic exchange of information and sending of information exchange requests respectively. The STA has also issued a manual, Guidance for the Exchange of Information, which describes the various opportunities the Swedish tax administration has to provide confidential information to and receive such information from other countries. The CLO also uses intranet based applications (the International Portal, letter boxes) to foster sharing of knowledge and internal communication. 278. The STA has established an internal objective of answering 70% of incoming requests within 90 days. This objective was established 4 years ago, and has been helpful in ensuring faster responses and more effective results as Sweden was able to provide the requested information within 90 days in about 80% of the requests over the last three years. To monitor progress of a request the head of the CLO and heads of LOs have direct access to CCN and the CLO Support database. Heads of LOs must report to the CLO progress statistics and prepare quarterly reports on cases where a response was not provided within 90 days. If the internal objective is not met, heads of LOs must report to the Head of their local office as well to provide information on causes of not meeting the objective. Further, directors of tax regions have objectives which include EOI and must report to the General Director of the STA. 279. Staff education is primarily based on on-the-job training adapted to the specific needs of the person concerned. New employees are selected on the basis of their knowledge and their language skills. Each new employee is given a mentor to assist him with his/her professional development. LOs hold regular meetings between their staff and the regional contact persons to get to know each other and exchange work experiences. Moreover, there is an annual two day meeting of CLO, LOs and the regional contact persons dedicated to recent developments in the field of exchange of information and sharing of practical experiences.

280. Swedens organisational processes and resources are adequate to meet the volume of requests it receives and sends. The staff has adequate expertise and training specific to exchange of information.
Absence of restrictive conditions on exchange of information (ToR C.5.3)

281. There are no laws or regulatory practices in Sweden that impose restrictive conditions on exchange of information.
Phase 1 determination This element involves issues of practice that are assessed in the Phase 2 review. Accordingly no Phase 1 determination has been made. Phase 2 Rating Compliant Factors underlying recommendations Although Sweden is in a position to answer incoming requests within 90 days in 80% of cases, when this deadline cannot be met, the Swedish competent authority does not send a status update to the requesting jurisdiction. Recommendations Sweden should ensure that the requesting authority is updated on the status of the request in the few cases where it is not in position to meet the 90 day deadline.
SUMMARY OF DETERMINATIONS AND FACTORS UNDERLYING RECOMMENDATIONS 85
Summary of Determinations and Factors Underlying Recommendations

Factors underlying recommendations
Determination
Recommendations
Jurisdictions should ensure that ownership and identity information for all relevant entities and arrangements is available to their competent authorities (ToR A.1) Phase 1 determination: The element is in place Phase 2 rating: Compliant. Jurisdictions should ensure that reliable accounting records are kept for all relevant entities and arrangements (ToR A.2) Phase 1 determination: The element is in place Phase 2 rating: Compliant. Banking information should be available for all account-holders (ToR A.3) Phase 1 determination: The element is in place Phase 2 rating: Compliant. Competent authorities should have the power to obtain and provide information that is the subject of a request under an exchange of information arrangement from any person within their territorial jurisdiction who is in possession or control of such information (irrespective of any legal obligation on such person to maintain the secrecy of the information) (ToR B.1) Phase 1 determination: The element is in place Phase 2 rating: Compliant.
86 SUMMARY OF DETERMINATIONS AND FACTORS UNDERLYING RECOMMENDATIONS

Determination
Recommendations
The rights and safeguards (e.g. notification, appeal rights) that apply to persons in the requested jurisdiction should be compatible with effective exchange of information (ToR B.2) Phase 1 determination: The element is in place Phase 2 rating: Compliant. Exchange of information mechanisms should allow for effective exchange of information (ToR C.1) Phase 1 determination: The element is in place Phase 2 rating: Compliant. The jurisdictions network of information exchange mechanisms should cover all relevant partners (ToR C.2) Phase 1 determination: The element is in place Sweden should continue to develop its exchange of information network with all relevant partners.
Phase 2 rating: Compliant. The jurisdictions mechanisms for exchange of information should have adequate provisions to ensure the confidentiality of information received(ToR C.3) Phase 1 determination: The element is in place Phase 2 rating: Compliant. The exchange of information mechanisms should respect the rights and safeguards of taxpayers and third parties (ToR C.4) Phase 1 determination: The element is in place Phase 2 rating: Compliant.
SUMMARY OF DETERMINATIONS AND FACTORS UNDERLYING RECOMMENDATIONS 87
Determination
Recommendations
The jurisdiction should provide information under its network of agreements in a timely manner (ToR C.5) This element involves issues of practice that are assessed in the Phase 2 review. Accordingly no Phase 1 determination has been made. Phase 2 rating: Compliant. Although Sweden is in position to answer incoming requests within 90 days in 80% of the cases, when this deadline cannot be met, the Swedish competent authority does not send a status update to the requesting jurisdiction. Sweden should ensure that the requesting authority is updated on the status of the request in the few cases where it is not in position to meet the 90 day deadline.
ANNEXES 89
Annex 1: Jurisdictions Response to the Review Report 49

Exchange of information for tax purposes has always had a high priority in Sweden. We are therefore highly appreciative of and impressed by the work undertaken by the Global Forum in this area. Sweden would like to thank the expert team of assessors for the hard and excellent work they have done with respect to the Phase 2 ratings. We welcome the overall rating of compliant as well as the individual ratings of compliant in our report. Sweden will remain committed both to the international standards for transparency and exchange of information for tax purposes as well as to the work undertaken by the Global Forum in this area. The most recent developments in the area of exchange of information are as follows. The Government Bill implementing the EU Council Directive (2011/16/ EU) on Administrative Cooperation in the Field of Taxation was adopted by the Riksdag on 5 December 2012. The legislation implementing the Directive took effect as from 1 January 2013, as provided by the Directive. The provisions implementing the articles of the Directive dealing with automatic exchange of information will take effect from 1 January 2015. The TIEA with Samoa entered into force on 1 December 2012, the TIEA with Antigua and Barbuda entered into force on 1 June 2013 and the TIEA with St. Lucia entered into force on 1 August 2013. The ordinance regarding the entering into force with our TIEA with the Seychelles was published in the Official Journal on 15 October 2013, as ordinance no. 2013:753. In accordance with the provisions in the ordinance, the TIEA entered into force on 1 November 2013. Sweden signed TIEAs with Panama on 12 November 2012, with Qatar on 9 September 2013 and with Niue on 16 October 2013. We also signed protocols that include articles on exchange of information to the DTC with Jamaica on 4 December 2012, to the DTC with India on 7 February 2013 and
49. This Annex presents the Jurisdictions response to the review report and shall not be deemed to represent the Global Forums views.
90 ANNEXES
to the DTC with Botswana on 20 February 2013. On 16 August 2013, the amending protocol to the DTC with India entered into force. Sweden signed a TIEA with Panama on 12 November 2012. We also signed protocols that include articles on exchange of information to the DTC with Jamaica on 4 December 2012 and to the DTC with Botswana on 20 February 2013.
ANNEXES 91
Annex 2: List of All Exchange-of-Information Mechanisms
Multilateral agreements
Nordic Mutual Assistance Convention on Mutual Administrative Assistance in Tax Matters of 7 December 1989, which is currently in force with respect to Denmark, Faroe Islands, Finland, Greenland, Iceland, Norway, and Sweden. EU Council Directive 77/799/EEC of 19 December 1977 (as amended) concerning mutual assistance by the competent authorities of the Member States in the field of direct taxation and taxation of insurance premiums (EU Mutual Assistance Directive). This Directive came into force on 23 December 1977 and all EU members were required to transpose it into national legislation by 1 January 1979. The current EU members are: Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Malta, Netherlands, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, and the United Kingdom. A new Directive was adopted in January 2011 and will come into force on 1 January 2013. EU Council Directive 2003/48/EC of 3 June 2003 on taxation of savings income in the form of interest payments (EU Savings Directive). This Directive aims to ensure that savings income in the form of interest payments generated in an EU member state in favour of individuals or residual entities being resident of another EU member state are effectively taxed in accordance with the fiscal laws of their state of residence. It also aims to ensure exchange of information between member states. Sweden is a signatory to the Joint OECD/COE Convention on Mutual Administrative Assistance in Tax Matters. The status of the multilateral Convention and its amending 2010 Protocol as at November 2012 is set out in the below table. 50
50. The updated table is available at www.oecd.org/ctp/eoi/mutual.
92 ANNEXES
Bilateral agreements
The table below contains the list of information exchange agreements (TIEA) and tax treaties (DTC) signed by Sweden as of November 2012. For jurisdictions with which Sweden has several agreements, a reference to the multilateral agreement is made.
Type of EOI agreement Double Taxation Convention (DTC) Taxation Information Exchange Agreement (TIEA) TIEA TIEA DTC 6 7 8 9 Argentina Aruba Australia Austria Multilateral Convention TIEA DTC Multilateral Convention DTC Protocol DTC 10 11 12 13 14 15 16 Azerbaijan Bahamas Bahrain Bangladesh Barbados Belarus Belgium Non-amended Multilateral Convention TIEA TIEA DTC DTC Protocol DTC DTC Multilateral Convention Date signed 26.03.1998 24.02.2010 14.12.2009 19.05.2010 31.05.1995 Signed 10.09.2009 14.01.1981 Signed 14.10.1959 17.12.2009 25.01.1988 Signed 10.03.2010 14.10.2011 03.05.1982 01.07.1991 03.11.2011 10.03.1994 05.02.1991 Signed 28.12.1994 24.02.1993 01.12. 2000 (Protocol not yet in force in Belgium) 19.08.1983 29.12.1991 05.06.1997 01.01.2013 01.07.2011 04.09.1981 01.12.2012 29.12.1959 16.06.2010 01.10.1994 01.10.2004 31.12.2010 Date in force 09.02.1999 01.04.2011 01.06.2011
No. 1 3 4 5
Jurisdiction Albania Andorra Anguilla Antigua and Barbuda
ANNEXES 93
No. 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36
Jurisdiction Belize Bermuda Bolivia Bosnia and Herzegovina Botswana Brazil Brunei Bulgaria BVI Canada Cayman Islands Chile China Colombia Cook Islands Costa Rica Croatia Curaao* Cyprus Czech Republic
Type of EOI agreement TIEA TIEA DTC DTC DTC DTC Multilateral Convention TIEA DTC TIEA DTC Multilateral Convention TIEA DTC DTC Multilateral Convention TIEA TIEA Multilateral Convention DTC TIEA DTC DTC Multilateral Convention Nordic Convention Multilateral Convention TIEA
Date signed 15.09.2010 16.04.2009 14.01.1994 18.06.1980 19.10.1982 25.04.1975 Signed 15.05.2012 21.06.1988 18.05.2009 27.08.1996 Signed 01.04.2009 04.06.2004 16.05.1986 Signed 16.12.2009 29.06.2011 Signed 18.06.1980 10.09.2009 25.10.1988 16.02.1979 Signed 07.12. 1989 Signed 19.05.2010
Date in force 31.12.2009 04.10.1995 01.01.1982 18.12.1992 29.12.1975 Not yet in force in Brazil 28.12.1988 31.05.2010 23.12.1997 Not yet in force in Canada 31.12.2009 30.12.2005 03.01.1987 Not yet in force in Colombia
Not yet in force in Costa Rica 16.12.1981 01.01.2012 13.11.1989 08.10.1980 Not yet in force in the Czech Republic. 09.05.1991 01.02.2012
37 38
Denmark Dominica
94 ANNEXES
Type of EOI agreement DTC DTC Nordic Convention Nordic Convention 42 Finland Multilateral Convention DTC 43 44 45 46 47 48 49 50 51 52 53 54 55 France Gambia Georgia Germany Ghana Gibraltar Greece Greenland Grenada Guatemala Guernsey Hungary India Multilateral Convention DTC Multilateral Convention DTC Multilateral Convention Multilateral Convention TIEA DTC Multilateral Convention Nordic Convention TIEA TIEA TIEA DTC DTC Multilateral Convention DTC 56 Indonesia Multilateral Convention DTC 57 Ireland Multilateral Convention
No. 39 40 41
Jurisdiction Egypt Estonia Faroe Islands
Date signed 26.12.1994 05.04.1993 07.12.1989 07.12.1989 Signed 27.11.1990 Signed 08.12.1993 Signed 14.07.1992 Signed Signed 16.12.2009 06.10.1961 Signed 07.12.1989 19.05.2010 27.06.2012 28.10.2008 12.10.1981 24.06.1997 Signed 28.02.1989 Signed 08.10.1986 Signed
Date in force 16.03.1996 30.12.1993 09.05.1991 09.05.1991 01.02.2012 01.04.1992 01.04.2012 30.11.1994 01.02.2012 30.10.1994 Not yet in force in Germany Not yet in force in Ghana 01.08.2010 20.08.1963 Not yet in force in Greece 09.05.1992
23.12.2009 15.08.1982 25.12.1997 01.06.2012 27.09.1989 Not yet in force in Indonesia 05.04.1988 Not yet in force in Ireland
ANNEXES 95
No. 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78
Jurisdiction Isle of Man Israel Italy Jamaica Japan Jersey Kazakhstan Kenya Korea (Republic of) Latvia Liberia Liechtenstein Lithuania Luxembourg Macao Macedonia FYR Malaysia Malta Marshall Islands Mauritius Mexico
Type of EOI agreement TIEA DTC DTC Multilateral Convention DTC Protocol DTC Multilateral Convention TIEA DTC DTC DTC Multilateral Convention DTC TIEA TIEA DTC DTC Protocol TIEA DTC DTC DTC Multilateral Convention TIEA DTC DTC DTC Multilateral Convention
Date signed 30.10.2007 22.12.1959 06.03.1980 Signed 13.03.1985 04.12.2012 21.01.1983 Signed 28.10.2008 19.03.1997 28.06.1973 27.05.1981 Signed 05.04.1993 11.10.2010 17.12.2010 27.09.1993 14.10.1996 07.10.2010 29.04.2011 17.02.1998 12.03.2002 09.10.1995 Signed 28.09.2010 23.04.1992 01.12.2011 21.09.1992 Signed
Date in force 27.12.2008 03.06.1960 05.07.1983 01.05.2012 07.04.1986 18.09.1983 Not yet in force in Japan 23.12.2009 02.10.1998 28.12.1973 09.09.1982 01.07.2012 30.12.1993 04.05.2012 01.05.2012 31.12.1993 15.03.1998 11.09.2011 18.05.1998 29.01.2005 09.02.1995 Not yet in force in Malta 21.12.1992 18.12.1992 01.09.2012
96 ANNEXES
Type of EOI agreement Multilateral Convention TIEA DTC TIEA DTC DTC
No. 79 80 81 82 83
Jurisdiction Moldova Monaco Montenegro Montserrat Namibia
Date signed Signed 23.06.2010 18.06.1980 22.11.2010 16.07.1993 18.06.1991
Date in force 01.03.2012 01.01.2011 16.12.1981 26.6.1995 12.8.1992 non amended in force since 1 February 1997 amended convention not yet in force in NL 01.01.2012 14.11.1980 Not yet in force in New Zealand 09.05.1991 01.02.2012 30.06.1986 01.11.2003 15.10.2005 01.02.2012 19.12.2003 Not yet in force in Portugal 08.12.1978 Not yet in force in Romania
84
Netherlands
Multilateral Convention
Signed
85
the Caribbean part of the Netherlands: Bonaire, Sint Eustatius and Saba* New Zealand
TIEA DTC
10.09.2009 21.02.1979 Signed 07.12.1989 Signed 18.11.2004 22.12.1985 12.11.2012 24.06.1998 19.11.2004 Signed 29.08.2002 Signed 22.12.1976 Signed
86
Multilateral Convention Nordic Convention Multilateral Convention DTC DTC TIEA DTC DTC Multilateral Convention DTC Multilateral Convention DTC Multilateral Convention
87 88 89 90 91 92
Norway Nigeria Pakistan Panama Philippines Poland
93
Portugal
94
Romania
ANNEXES 97
No. 95 96 97 98 99
Jurisdiction Russia Samoa San Marino Serbia Seychelles
Type of EOI agreement DTC Multilateral Convention TIEA TIEA DTC TIEA DTC TIEA DTC DTC Multilateral Convention DTC Multilateral Convention DTC Multilateral Convention DTC TIEA TIEA TIEA DTC DTC DTC DTC DTC DTC Multilateral Convention
Date signed 14.06.1993 Signed 16.12.2009 12.01.2010 18.06.1980 30.03.2011 17.06.1968 10.09.2009 16.02.1979 18.06.1980 Signed 24.05.1995 Signed 16.06.1975 Signed 23.02.1983 19.05.2010 24.03.2010 24.03.2010 28.02.2011 08.06.2001 02.05.1976 19.10.1988 17.02.1984 07.05.1981 Signed
Date in force 03.08.1995 Not yet in force in Russia 01.12.2012 01.08.2010 16.12.1981 21.03.1968 01.02.2012 08.10.1980 16.12.1981 01.02.2012 25.12.1995 Not yet in force in South Africa 21.12.1976 01.01.2013 30.07.1984 01.01.2011 01.01.2011 05.08.2012 24.11.2004 31.12.1976 26.09.1989 12.12.1984 19.04.1983 Not yet in force in Tunisia
100 Singapore 101 Sint Maarten* 102 Slovak Republic 103 Slovenia
104 South Africa
105 Spain 106 Sri Lanka 107 St Lucia 108 St. Kitts and Nevis St. Vincent and the 109 Grenadines 110 Switzerland 111 Taipei (Chinese) 112 Tanzania 113 Thailand 114 Trinidad and Tobago 115 Tunisia
98 ANNEXES
Type of EOI agreement DTC 116 Turkey 117 Turks and Caicos Multilateral Convention TIEA DTC
No.
Jurisdiction
Date signed 21.01.1988 Signed 16.12.2009 14.08.1995
Date in force 18.11.1990 Not yet in force in Turkey 01.05.2011 04.06.1996 Non amended convention in force since 1 July 2009 (amended convention not yet in force in Ukraine) 26.03.1984 01.02.2012 26.10.1995 31.08.2006 Non amended convention in force since 1 November 1996 (amended convention not yet in force in USA)
118 Ukraine
Signed
DTC 119 United Kingdom Multilateral Convention DTC Protocol 120 United States
30.08.1983 Signed 01.09.1994 30.09.2005
Signed
121 Uruguay 122 Vanuatu 123 Venezuela 124 Vietnam 125 Zambia 126 Zimbabwe
TIEA TIEA DTC DTC DTC DTC
14.12.2011 13.10.2010 08.09.1993 24.03.1994 18.03.1974 10.03.1989 03.12.1998 09.08.1994 07.11.1975 05.12.1990
* The Netherlands Antilles were dissolved on 10 October 2010, resulting in two new constituent jurisdictions (Curaao and Saint Maarten), with the other islands (Bonaire, Saint Eustatius and Saba) joining the Netherlands as special municipalities. The TIEA signed with Sweden continues to apply to all resulting entities.
ANNEXES 99
Annex 3: List of All Laws, Regulations and Other Material Received
Commercial law
Companies Act (2005:551) Foreign Branch Offices Act (1992:160) Trade Register Act (1974:157) Trade Register Ordinance (1974:188)
Acts on other relevant entities

Partnership and Non-registered Partnership Act (1980:1102) European Economic Interest Groupings Act (1994:1927)
Taxation law
Income Tax Act (1999:1229) VAT Act (1994:200) Tax Procedure Act (2011:1244) Tax Procedure Ordinance (2011:1261) Act concerning the processing of data within the taxation operations of the Swedish Tax Agency (2001:181) Ordinance concerning the processing of data within the taxation operations of the Swedish Tax Agency (2001:588) Act on processing of personal data in connection with the Swedish Tax Agencys participation in crime investigations (1999:90)
100 ANNEXES
Ordinance on processing of personal data in connection with the Swedish Tax Agencys participation in crime investigations (1999:105) Tax Offences Act (1971:69)
Accounting law
Accounting Act (1999:1078) Annual Reports Act (1995:1554) Annual Accounts Act for Credit Institutions and Securities Companies (1995:1559) Annual Accounts Act for Insurance Undertakings (1995:1560) Annual Accounts Ordinance for Credit Institutions, Securities Companies and Insurance Undertakings (1995:1600) Ordinance concerning Certain Issues relating to Annual Accounts (1995: 1633) Auditing Act (1999:1079)
Foundation law
Foundation Act (1994:1220)
AML and financial regulation law

Money Laundering and Terrorist Financing (Prevention) Act (2009:62) Banking and Financing Business Act (2004:297) Banking and Financing Business (Implementation) Act (2004:298) Insurance Business Act (2010:2043) Financial Instruments Accounts Act (1998:1479) Ordinance concerning the Keeping of Accounts (1999:146)
Information exchange for tax purposes law

Act concerning Mutual Administrative Assistance in Tax Matters (1990: 314)
ANNEXES 101
Ordinance concerning Mutual Administrative Assistance in Tax Matters (1990:320) Act concerning the Council of Europe and OECD Convention on Mutual Administrative Assistance in Tax Matters (1990:313)
Other relevant laws

Penal Code (1999:36) Secrecy Act (1980:100) Act on Fines (1985:206) Public Employment Act (1994:260)
102 ANNEXES
Annex 4: People Interviewed During On-Site Visit
Ministry of Finance
Deputy Directors, Division for Taxes on Personal and Business Income Head of Division, Division for Taxes on Personal and Business Income Senior Adviser, Division for Tax Administration, Tax Treaties and Customs Legal Advisers, Division for Tax Administration, Tax Treaties and Customs
Swedish Tax Agency

Head of CLO, Head Office Deputy Head of CLO, Head Office Head of Section, International Tax Office Stockholm Area Manager Criminal Investigation Area, Head Office Business Developer, Head Office Auditor, Stockholm Region International Co-ordinator, Head Office
Companies Registration Office

Legal Adviser, the Swedish Companies Registration Office
County Administrative Board

Legal Advisers, Unit for Authorisation, County Administrative Board in Stockholm County
ANNEXES 103
Financial Supervisory Authority

Legal Counsellor, Anti-Money Laundering Unit, Swedish Financial Supervisory Authority
Financial Intelligence Unit

Head of Unit, National Bureau of Investigation, Financial Intelligence Unit and Asset Recovery Office
Central Security Depository

Manager Issuer Services, Euroclear Sweden AB
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Global Forum on Transparency and Exchange of Information for Tax Purposes
PEER REVIEWS, COMBINED: PHASE 1 + PHASE 2,
incorporating Phase 2 ratings SWEDEN

The Global Forum on Transparency and Exchange of Information for Tax Purposes is the multilateral framework within which work in the area of tax transparency and exchange of information is carried out by 120 jurisdictions, which participate in the Global Forum on an equal footing. The Global Forum is charged with in-depth monitoring and peer review of the implementation of the international standards of transparency and exchange of information for tax purposes. These standards are primarily reected in the 2002 OECD Model Agreement on Exchange of Information on Tax Matters and its commentary, and in Article 26 of the OECD Model Tax Convention on Income and on Capital and its commentary as updated in 2004. The standards have also been incorporated into the UN Model Tax Convention. The standards provide for international exchange on request of foreseeably relevant information for the administration or enforcement of the domestic tax laws of a requesting party. Fishing expeditions are not authorised but all foreseeably relevant information must be provided, including bank information and information held by duciaries, regardless of the existence of a domestic tax interest or the application of a dual criminality standard. All members of the Global Forum, as well as jurisdictions identied by the Global Forum as relevant to its work, are being reviewed. This process is undertaken in two phases. Phase 1 reviews assess the quality of a jurisdictions legal and regulatory framework for the exchange of information, while Phase 2 reviews look at the practical implementation of that framework. Some Global Forum members are undergoing combined Phase 1 and Phase 2 reviews. The Global Forum has also put in place a process for supplementary reports to follow-up on recommendations, as well as for the ongoing monitoring of jurisdictions following the conclusion of a review. The ultimate goal is to help jurisdictions to effectively implement the international standards of transparency and exchange of information for tax purposes. All review reports are published once approved by the Global Forum and they thus represent agreed Global Forum reports. For more information on the work of the Global Forum on Transparency and Exchange of Information for Tax Purposes, and for copies of the published review reports, please refer to www.oecd.org/tax/transparency and www.eoi-tax.org.
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GLOBAL FORUM ON TRANSPARENCY AND EXCHANGE OF INFORMATION FOR TAX PURPOSES

Peer Review Report Combined: Phase 1 + Phase 2, incorporating Phase 2 ratings

ISBN 978-92-64-20593-2 (print) ISBN 978-92-64-20594-9 (PDF)

Corrigenda to OECD publications may be found on line at: www.oecd.org/publishing/corrigenda.

Summary of Determinations and Factors Underlying Recommendations. . . . 85

ABOUT THE GLOBAL FORUM 5

About the Global Forum

Information and methodology used for the peer review of Sweden

Overview of Sweden General information

Overview of the financial sector and relevant professions

The financial sector comprises the following types of entities 11:

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 19

Compliance with the Standards

20 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 21

A.1. Ownership and identity information

Companies (ToR A.1.1) Types of entities

22 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

Information provided to government authorities Companies register

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 23

24 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 25

Information held by companies Share register

Central Securities Depository

26 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

Foreign companies having a branch in Sweden

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 27

Foreign companies that are resident for tax purposes in Sweden

Ownership information held by nominees and service providers

28 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 29

30 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 31

Bearer shares (ToR A.1.2)

Partnerships (ToR A.1.3) Types of partnerships

32 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

Information provided to government authorities Registration requirements

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 33

Information held by partnerships

Information held by service providers

34 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

Trusts (ToR A.1.4)

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 35

Anti-money laundering legislation

36 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

Foundations (ToR A.1.5)

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 37

38 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

Anti-money laundering legislation

Family foundations and other foundations

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 39

40 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 41

42 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

Information to be held by the company

Information to be held by service providers

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 43

44 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

A.2. Accounting records

General requirements (ToR A.2.1)

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 45

46 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 47

Tax requirements Companies

48 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION

COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION 49

Underlying documentation (ToR A.2.2)

50 COMPLIANCE WITH THE STANDARDS: AVAILABILITY OF INFORMATION