Gift Letter Shares – Family Limited Company | Word/PDF/Excel

Give away shares in a Swedish closely held company with clear documentation. Share deed – Closely Held Company is a comprehensive template package with an editable share deed, share specification, pre-emption check, receipt, share register notification, and practical guides. The package also includes an Excel register that helps you track the checkpoints from agreement to share register.

Digital download: 7 Word documents, 7 searchable PDFs, and 1 Excel workbook with 9 tabs, collected in a ZIP.

How do you give away shares in a closely held company?

Start by identifying the beneficial ownership, share class, and any share certificates. Read the articles of association and shareholder agreement before the share deed is signed. The Swedish Companies Act allows the articles of association to contain consent, pre-emption, and right of first refusal provisions, which can affect a gift of shares. For some provisions, actions are required before the transfer, and for others, after.

What should a share deed contain?

A well-described share deed should state the donor and recipient, the company's name and registration number, the exact number of shares and share class, any share numbers, that it is a gift without consideration, as well as conditions and signatures. Also be clear about how share certificates and share register updates should be handled.

Step by step

1. Check the share register and the donor's current shareholding.
2. Review the articles of association's consent, pre-emption, and right of first refusal, as well as any shareholder agreements.
3. Fill in the share deed and share specification with the correct shares and parties.
4. Handle mandatory approvals, delivery, and share certificates when applicable.
5. Document the gift and report the acquisition to the company for review and entry in the share register.
6. Check separately whether the donor and recipient need to provide information about qualified shares in the tax return/K10.

Frequently asked questions about share deeds

Must a gift of shares be registered with Bolagsverket?

Bolagsverket does not maintain a general register of shareholders in a limited company. For ordinary limited companies, it is the company's share register that contains information about shares and owners. If the gift changes who the beneficial owner is, another reporting obligation may become relevant.

Can shares be given away despite a right of first refusal?

A right of first refusal clause can cover gifts and entail a right for someone else to redeem the shares after the change of ownership. Check the exact content of the clause and follow the procedure. Pre-emption and consent work differently and should not be confused with a right of first refusal.

Does a gift of shares trigger capital gains tax?

Skatteverket states that the recipient of a genuine gift of qualified shares in a closely held company is not taxed on the acquisition itself but takes over the previous owner's relevant tax values. Reporting issues can still arise, including in the K10. Mixed bags, compensation, or special circumstances must be assessed individually.

Can the shares become the recipient's separate property?

There may be an opportunity to stipulate this in a gift from someone other than the recipient's spouse. Gifts between spouses, international situations, and conflicting conditions require special control before such a condition is used.

Is the gift of shares an advance on inheritance?

When a parent gives to their child, there is a general rule about an advance on inheritance according to Chapter 6, Section 1 of the Swedish Inheritance Code. The donor's intention may need to be clearly stated in the share deed.

Can I use the template for listed shares?

No. The package is designed for unlisted shares in Swedish private companies that are not settlement companies. Listed and securities central registered shares are handled through other transfer processes.

Is Excel a real share register?

No. The accompanying Excel sheet is an internal control register and basis for the board's work. It does not replace the company's share register and does not make any automatic change with the authority, bank, or share depository.

Do the document templates work on both Windows and Mac?

The Word and Excel templates can be used in compatible Office programs on multiple operating systems. The PDF files are readable and searchable. Check yourself that your program version can handle the file formats.

Related templates

See also Share deed for money, Share register template, Share transfer agreement, as well as Mallbutikens guides and all document categories.

Legal basis and scope

The documents are based on the Swedish Companies Act (2005:551), especially Chapters 4–5, Bolagsverket's guidance on transfer provisions, and Skatteverket's information on qualified shares in gifts. The templates are not intended for transfer for payment, listed shares, or situations that require another special structure. Adapt the conditions and check relevant laws and tax rules before use.