General provisions
section 1 of this Act provides for the revision of certain
natural and legal persons.
In this law means
1. any undertaking ' means any natural or legal person
accounting required pursuant to the accounting Act (1999:1078)
2. parent company: companies that make up the parent company in accordance with
defined in Chapter 1. paragraph 4 of the annual accounts Act (1995:1554),
3. subsidiaries: what constitutes a subsidiary pursuant to
defined in Chapter 1. section 4 of the Swedish annual accounts Act,
4. Group: what constitutes a group as defined in Chapter 1.
section 4 of the Swedish annual accounts Act,
5. Group companies: what constitutes business units according to
defined in Chapter 1. section 4 of the Swedish annual accounts Act,
6. Management: it, or the accounting for the company's
Organization and management of the company's Affairs
and the charge of the day-to-day management.
section 2 of the Act is applicable to the company in accordance with Chapter 6. 1 §
the accounting Act (1999:1078) are required to complete
posting with an annual report, however, are not undertakings for
What are the rules concerning the revision can be found in any other law.
In the case of a partnership in which one or more legal
people is one of the owners, the law applies only if the company
meet more than one of the following conditions:
1. the average number of employees in the company have in each
of the last two financial years amounted to more than 3.
2. the company's reported total assets have for each
of the last two financial years amounted to more than 1.5
million,
3. the company's reported net sales have for each
of the last two financial years amounted to more than 3
million.
The second paragraph also applies to the parent company in a group, if
the Group meets more than one of the conditions set out therein.
In the application, receivables and liabilities between
Group companies, as well as internal profits are eliminated. The same
apply for income and expenses related to the
transactions between group companies, as well as changes in
internal profit. Law (2010:837).
Signature with electronic signature
2 a of the Act pursuant to this law shall be signed
may be signed with advanced electronic signature pursuant to
Act (2000:832) of qualified electronic signatures.
Law (2008:91).
The number of Auditors
paragraph 3, an entity shall have at least one auditor.
section 4 For an accountant, one or more Deputy Auditors
be appointed. The provisions of this law if the auditor shall apply mutatis
mutandis, to substitute.
The auditor's tasks
5 § the auditor shall review the company's annual report and
accounting and management's stewardship. Review
shall be as detailed and extensive as generally accepted auditing standards
requires.
If the company is the parent company, the auditor shall also examine
consolidated financial statements and the consolidated companies ' mutual
conditions.
6 §/expires U: 2016-01-01/Auditor shall after each fiscal year, submit a
Auditor's report to the company. Provisions on
the story's content and the time when it shall be submitted to the
the management of the company, see paragraphs 27-32.
If your company is a parent undertaking, the auditor shall also submit a
the auditor's report in accordance with the provisions of section 33. This
does not apply where the parent undertaking under Chapter 7. 2 or 3 section
annual accounts Act (1995:1554) do not need to establish
the consolidated financial statements.
6 §/entry into force: 01/01/2016/auditor shall after each financial year submit an audit report to the company. Provisions on the story's content and the time it should be left to the management of the company can be found in paragraphs 27 to 32.
If your company is a parent undertaking, the auditor also provide an auditor's report in accordance with the provisions of section 33.
This does not apply where the parent undertaking under Chapter 7. 2, 3 or 3 a of the annual accounts Act (1995:1554) need not present consolidated financial statements. Law (2015:822).
section 7 in connection with the audit, the auditor to
the company management make the erinringar and make the
observations arising from generally accepted auditing standards. Provisions on
erinringar see section 34.
Provision of information, etc.
8 § senior management shall provide the auditor with an opportunity to implement
the review of the extent to which the Auditor considers necessary.
It shall provide the information and the help that the auditor
request.
The same obligations of management and the Auditor in a
subsidiaries in respect of an accountant in the parent company.
How an auditor appointed
§ 9 the auditor appointed by the company.
The company may decide that someone else must appoint an auditor.
In section 25 provides that the County Board in some cases
shall appoint an auditor.
Obehörighetsgrunder
section 10 of The who is a minor, bankrupt or has a
disqualification or trustee under Chapter 11. 7 §
parental code cannot be certified.
Residence requirement
section 11 of the auditor who is not authorized or approved to
be a resident of a State within the European economic
area, if not even a certified or approved
Auditor participates in the audit. If there are special reasons,
The Swedish companies registration office in an individual case may decide to derogate from
the residence requirement. Law (2014:543).
Competence requirements
12 § the auditor shall have the insight and experience of
accounting and economic conditions with respect to the
the nature and extent of the business required
to fulfill the mission.
Only those who are authorized or approved auditor may be
Auditor in
1. a partnership as one or more legal entities are
part owner of,
2. a mortgage institution is required to establish
annual report under the Act (1995:1559) on the annual accounts of
credit institutions and securities companies,
3. an EGTC according to European Parliament and Council
Regulation (EC) No 1082/2006 of 5 July 2006 on a
European grouping of territorial cooperation (EGTC),
and
4. a consortium under Council Regulation (EC) no
723/2009 of 25 June 2009 on the community legal framework
for a European research infrastructure
Consortium (Eric).
The undertakings referred to in Chapter 6. Article 1, first paragraph 6 or 7
the accounting Act (1999:1078), at least one accountant be
a certified public accountant. Law (2014:1388).
13 repealed by Act (2006:875).
14 repealed by Act (2006:875).
section 15 Of a company subject to section 12, third paragraph,
The Swedish companies registration office may decide that the company instead of a
certified public accountant may designate a particular approved auditor.
A decision referred to in the first subparagraph may be granted if the
approved auditor is an auditor of the company and there are
special reasons. In determining whether there are special
reasons to the auditor's expertise and experience in the company
be considered in particular. The decision is valid for a maximum period of five years.
Law (2014:543).
section 16 of a business that is not subject to the provisions of section 12 of the
third subparagraph, the County Administrative Board, if special circumstances
requires it, decide to at least one auditor shall be authorized
Auditor. Team (2013:221).
Conflict of interest
section 17, it must not be an accountant who
1. is the owner or part owner of the company or other
companies in the same group,
2. included in the senior management of the company or its
subsidiaries or advises on company's records or
asset management or corporate control over
3. is an employee of or otherwise have a child
or dependent persons to the company or referred to
for 1 or 2,
4. operates in the same motion as the professional
assisting the company in basic bookkeeping or
financial management or corporate control over
5. are married or cohabiting with or sibling or relative in
the right ascending or descending line to a person referred to
during 1 or 2 or is besvågrad with such a person in the right
ascending or descending line or so that one is married to
the other's sibling, or
6. is in debt to the company or another company in
the same group or have an obligation to which such
companies have set the security for.
In the case of companies which, because of their size, should have at least
a certified accountant apply, instead of the rule in
first paragraph 4, that it must not be the auditor
works in the same motion as the professional advising
the company during posting or financial management or
the company's control over.
The one under the first or second paragraph is not competent to
to be an auditor of a parent company may not be the Auditor in its
daughter companies. Team (2013:221).
Employment of counsel
section 18 of the audit, an auditor may not hire someone that according to
section 17 is not eligible to be an auditor. If the company or its
the parent company in its service has employees with the task of
exclusively or primarily for the internal audit,
However, the audit, the auditor may engage such employees in the
extent that it is consistent with the generally accepted auditing standards.
Audit firms
section 19 of The Auditor, a registered public accounting firm
be appointed.
Rules on who may be responsible for the audit
When an audit firm appointed to be an accountant and if
duty to notify, see section 17 of the Auditors Act (2001:883).
The following provisions of this Act apply to the
principal:
section 17 of his disqualification, and
section 18 of the employment of counsel.
Law (2001:888).
Auditor for subsidiaries
section 20 To an auditor of a subsidiary should at least one of the
the parent company's auditors are appointed.
The auditor's term of Office
section 21 of the mission as an auditor applies to certain time or until
on.
A mission to be auditor ceases when new auditor
has been appointed.
Early retirement, etc.
section 22 a mission to be the auditor for the set time expires in
early, if
1. the Auditor reports to the mission to cease, or
2. the appointment of the Auditor by dismissing him or her
on objective grounds and reports that the mission must cease.
A mission that is valid until further notice expires, although a new
Auditor is not appointed, if
1. the Auditor reports to the mission to cease, or
2. the appointment of the Auditor by dismissing him or her
on objective grounds and reports that the mission must cease.
The notification shall be made in the management of the company. If the auditor has
nominated by someone other than company, the notification can also be made
of the appointed auditor. Law (2009:568).
section 23 of an accountant whose mandate expires prematurely shall immediately
report this to the companies Registration Office for registration. He will leave
a copy of the notification to the management of the company.
The auditor shall include in the notice give an account for what he has
found at the review that he has done during the part of the
current financial year as the Mission has included. For notification
apply as provided for in section 29, paragraph 30 and 31 of the
If the auditor's report. The Swedish companies registration office shall send a copy of the
notification to the tax office.
The first and second paragraphs applies even when a mission that until
Furthermore be auditor ceases. Act (2004:245).
23 a of If an auditor's mission ends prematurely, or a
Mission to be an accountant until further notice expires without a new
the accountant has been appointed, the auditor and the appointed
the auditor shall inform the registration office if the reason for this.
Law (2009:568).
section 24 If an auditor's mission ends prematurely, or if
the provisions of §§ 10-15 or 17 § prevents him to be
accountant and there is no substitute, the
corporate management take actions to a new auditor is appointed
for the remaining term of Office.
The provincial government appoints the Auditors in some cases
section 25 of the notification, the County Board shall appoint an auditor,
1. when any auditor is not appointed,
2. when a chartered accountant or certified auditor is not
appointed under section 12 of the second or third subparagraph, or section 15, or
section 16,
3. when the auditor is unauthorized under 10, 11 or section 17 and the
There is no authorised Deputy Auditors, or
4. when the decision of the company if the number of Auditors or if
the auditor's competence has been infringed.
The notification referred to in the first subparagraph may be made by anyone.
The company management is obliged to make the notification, unless the correction
without delay is carried out by the person who appoints an auditor.
Law (2006:875).
section 26 of the County Board shall give management the opportunity to
comment before it appoints an auditor under section 25. The appointment
shall refer to the time until the other auditor has been appointed.
By appointment under section 25, first paragraph 3 shall
the County Board may discharge the accountant.
The audit report
paragraph 27 of the report shall be submitted to the management of the company
last five and a half months after the end of the financial year.
Auditor on the annual report a reference to
the audit report. Act (2004:978).
27 a of the introduction of the audit report must indicate
If
1. the company's corporate name and registered number or social security number,
2. the financial period to which the audit report refers to, as well as
3. the norm system of accounting as the company
have applied.
The audit report shall be signed by the auditor and
indicate the date the audit was completed.
Act (2004:978).
27 (b) of the Auditors ' report shall specify which or
the standard system of revision that the auditor has applied.
Where appropriate, the audit report also indicated
1. If the Auditor in a question raised in the audit report
have an opinion that differs from management's or other
the audit,
2. If the audit scope, approach or scope is limited,
or
3. If the Auditor considers that it lacks sufficient information to
make any statement according to section 28 or 29. Act (2004:978).
paragraph 28 of the report shall include a statement
whether the annual accounts have been prepared in accordance with
applicable law on annual accounts. In the statement, the
in particular, the
1. If the annual accounts give a true and fair view of the company's
results of operations, and
2. If the statutory Administration report is consistent with
other parts.
If the annual accounts have not been provided such information
to be provided in accordance with the applicable law on annual accounts, shall
the auditor indicate this and, if it can be done, provide the necessary
information in their story. Act (2004:978).
section 29 Of the statutory auditor at their review has found that someone
included in the company's management has taken any action or
has been guilty of any omission could give rise to
liability for damages, it shall be noted in the story.
section 30 of the auditor's report the auditor object if he or
She has found that the company has not fulfilled its
obligation
1. to make the tax credit under the tax procedure law
(2011:1244),
2. to register for registration under Chapter 7. section 2 of the
tax Procedure Act,
3. to submit a tax return in accordance with chapter 26. section 2 or 37
Cape. section 4 of the tax Procedure Act, or
4. to timely pay taxes, fees and charges are subject
tax procedure law. Law (2011:1400).
31 § in addition to what follows from paragraphs 28-30, an accountant in
the audit report providing such information as he considers
that third parties should be aware of. On the annual accounts
contains information relevant to the information,
the auditor should refer to the data. Act (2004:978).
32 § On a former accountant has made a notification in accordance with section 23,
a copy of the attached to the audit report. Even
copies of the notifications that the auditor and the
appointed auditor has provided under section 23 shall be annexed to the
the audit report. Law (2009:568).
32 a of the Auditor shall immediately send a copy of
Auditors ' report to the tax office, if
the audit report contains
1. representations under section 29,
2. the statements that
-the annual report has not been prepared in accordance with
applicable law on annual accounts,
-the information to be provided under the applicable law
the annual report has not been submitted;
-the company has not fulfilled an obligation referred to in section 30 of
1-3. Lag (2003:728).
Group Auditors ' report
section 33 in respect of the Auditors ' report regarding section 27 first
the paragraph about the timing of the submission of the audit report and
27 (a) in paragraph 2, second subparagraph, (b) 27, 28, 31 and
32 sections of the content of the audit report.
Auditor on the consolidated financial statements take out a reference
to the Auditors ' report.
Group introduction of the audit report must indicate
If the parent company's corporate name and registered number or
social security number, as well as on the standard system for
consolidated parent company has applied.
Act (2004:978).
Erinringar
section 34 If the auditor has raised an objection to the
the management of the company, shall be recorded in a protocol or in
another action. The document must be submitted to the
the management of the company and the company shall keep it in a
reliable manner.
The auditor's professional secrecy
35 § the auditor must not to those who do not have the right to receive
knowledge of the company's Affairs unauthorized leave
information on such matters as the company's auditor
become aware of when he or she fulfills its mission, if it
can be detrimental to the company. Act (2004:1189).
The auditor's disclosure
36 § the auditor is required to provide medrevisor, new auditor
and, if the entity has been declared bankrupt, the trustee in bankruptcy
the information needed for the company's Affairs.
In addition, the auditor is required to, on request, provide
information on the company's Affairs to
-patient basis during preliminary investigation in criminal cases.
Auditor in a partnership subject to Chapter 2. paragraph 3 of the
public access to information and secrecy (2009:400) is also required
upon request, provide information on the company's Affairs
to the Member representative Auditors of the municipality or
the County Council. Law (2009:485).
Auditor liability
37 § an auditor if he or she fulfils his mission
intentionally or negligently damages the company must replace
the damage. The same applies if the damage done to someone else
through violation of this law or applicable law if
annual report. The auditor should also replace the damage that
intentionally or negligently caused by the auditor's
aides. In the case referred to in paragraph 36 of this law
and Chapter 3. section 1 of the Act (2009:62) on measures against money laundering
and the financing of terrorism, however, responds the auditor only
for damage due to incorrect information that the auditor or
the auditor's aides have had reasonable grounds to believe was
inaccurate.
If a registered public accounting firm's auditor, is this
companies and the audit principal is
liable. Law (2010:837).
Adjustment
section 38 if anyone is liable pursuant to § 37,
the compensation is to be adjusted according to what is equitable having regard to the
nature of the document, the size of the damage and the circumstances.
Joint liability
39 section On several shall replace the same damage, the joint and several
for non-estate in so far as no liability is
modified for any of them, as set out in section 38. What any of them have
paid in damages, he may recover the amount of the other after what
that is reasonable in the circumstances.
The time for bringing proceedings
section 40 of the action on its behalf pursuant to § 37 not based
on offences may not be brought against an Auditor since three years,
elapsed from the time of the audit report was submitted to the
the management of the company.
40 (a) repealed by laws (2013:440).
Appeal
41 § Bolagsverket's and County Administrative Board's decision under this Act
may be appealed to the administrative court.
An appeal by the General Board's decision shall be submitted to
the work within two months from the date of the decision.
Leave to appeal is required for an appeal to the administrative court.
Law (2014:543).
Transitional provisions
1999:1079
1. this law shall enter into force on 1 January 2000 and shall apply
the first time for the fiscal year that begins after the
december 31, 1999.
2. where a law or a regulation referred to
any provision of the Act (1980:1103) annual accommodation in
Some companies that have been replaced by a provision of this Act,
Instead the new regulation.
1999:1166
This Regulation shall enter into force on 1 January 2000. By
the regulation repeals Regulation (1981:112) concerning the examination of
certain matters under the Act (1980:1103) annual accommodation in
Some companies. This Regulation shall, however, continue to apply in
question about fiscal year instituted before 1 January 2000.
In case of a legal person as referred to in Chapter 2. paragraph 2 of the first
subparagraph, the accounting Act (1999:1078), this Regulation shall
also applicable for financial years beginning before the end of the year
2000.
2001:1225
This law shall enter into force on 1 January 2002 and applied in
question about audit reports drawn up after
the entry into force.
2002:390
This law shall enter into force on 1 January 2003. Older regulations
is still valid for conditions pertaining to time
before the entry into force.
2004:245
1. this law shall enter into force on 1 July 2004.
2. Registration dossiers which have been submitted to the Patent and
Registration Office but in which the Agency has not taken a decision
before the entry into force shall be sent to the companies Registration Office for
continued processing.
2006:402
1. this law shall enter into force on 1 January 2007.
2. Older provisions apply if the professional assistance that
would otherwise give rise to a conflict of interest for an accountant means a
fiscal year instituted before 1 January 2007.
2006:875
1. this law shall enter into force on 1 January 2007.
2. a person who has been appointed as an auditor of a company before
entry into force and which, according to the new wording of section 12 is not
longer alone can be an auditor of the company may still remain
Auditor to the end of 2008.
2010:837
1. this law shall enter into force on 1 november 2010.
2. the provisions of paragraph 2 shall apply for the first time for the
financial years beginning after October 31, 2010.
2011:1400
1. this law shall enter into force on 1 January 2012.
2. Older rules still apply in the case of
obligations under the Russian tax authority Registration Act (1997:483).
2014:543
1. This law shall enter into force on August 1, 2014.
2. Appeals against decisions under section 11 or 15 who have
granted prior to the entry into force in its respect to § 41 older
version.
2015:822
1. this law shall enter into force on the 1 January 2016.
2. The law shall apply for the first time for the financial years beginning after december 31, 2015.
