tax

What is K10/K12 Forms and the 3:12 Rules?

The K10 (for AB shareholders) and K12 (for partnership interests) are Swedish tax forms used to separate dividends and capital gains taxed at the flat 20% rate within the gränsbelopp (threshold) from income taxed at the higher 30% or employment income rate. The underlying rules are the 3:12 rules (fåmansföretagsreglerna), applying to closely held companies.

Current Rate (Inkomstår 2025)

20% on dividends/gains within gränsbelopp; 30% (capped at 2/3 of dividend) above gränsbelopp; employment rate if significant salary

Example

An AB owner's K10 shows a gränsbelopp of SEK 200,000. She receives SEK 200,000 dividend: taxed at 20% = SEK 40,000. An additional SEK 100,000 dividend above the threshold is taxed at 30% = SEK 30,000. Total dividend tax: SEK 70,000.

How K10/K12 Forms and the 3:12 Rules works in Sweden

The 3:12 rules (officially called fåmansföretagsreglerna, the closely-held company rules) are arguably the most complex and most important area of Swedish tax law for entrepreneurs running their own ABs. The rules determine how dividends and capital gains from closely-held companies are taxed.

**Why the rules exist**

Without special rules, AB owners could extract labour income as dividends and pay capital income tax (30%) instead of employment tax (up to 52% personal plus employer's 31.42% social contributions). The 3:12 rules create a threshold (the gränsbelopp) below which dividends receive favourable treatment, and above which they are treated more like employment income.

**What is a fåmansföretag?**

A closely-held company (fåmansföretag) is one where 4 or fewer shareholders together own more than 50% of the votes. Almost every sole-founder AB qualifies.

**The gränsbelopp (threshold amount)**

Each year, the shareholder calculates a gränsbelopp — the maximum amount of dividends taxed at the 20% flat rate. There are two methods:

Simplified method (schablonregeln): SEK 204,325 (2025) flat — available to all qualifying shareholders without complex calculations.

Main method (huvudregeln): 9.27% × the cost basis of shares + a salary-based addition. The salary addition is 50% of the total wages paid by the company plus related companies. This method rewards AB owners who pay themselves and employees well, creating a virtuous cycle.

Unused gränsbelopp rolls forward with 3% annual interest to future years.

**The three tax buckets for dividends/gains**

1. Within gränsbelopp: 20% flat tax (income of capital, taxed in Box 2 equivalent). This is highly favourable.

2. Above gränsbelopp but within 2/3 of dividend: 30% capital income tax rate.

3. Remaining dividends (above 2/3 cap): taxed as employment income at full personal rate (up to 52% + potential employer contribution). This is the punitive bucket that the rules are designed to trigger for owners who extract too much as dividend.

**Capital gains on sale**

The same rules apply to capital gains when shares in a qualifying AB are sold. Gains within the gränsbelopp (accumulated over years of non-use) are taxed at 20%. Gains above are split between 30% capital and employment income buckets.

**K10 filing**

The K10 form must be filed with the shareholder's personal income tax return (Inkomstdeklaration 1) every year that the shareholder received dividends from or sold shares in a qualifying AB. Even in years with no dividend, the form should be filed to roll forward any unused gränsbelopp. Failure to file results in the loss of the favourable rates.

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