Securities Market Act (Värdepappersmarknadslag (2007:528))

English translation of the Swedish text from riksdagen.se (the Swedish text is the official one). Retrieved 2026-10-26.

Swedish Code of Statutes

The Swedish Code of Statutes (SFS) contains current laws and ordinances. If a statute is amended, the old text is replaced by the new one.

SFS no.:

2007:528 Ministry/authority:

Ministry of Finance FMA V Issued:

2007-06-14 Amended:

up to and including SFS 2026:1066 Amendment register:

SFSR (Government Offices)

Source:

Full text (Government Offices)

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Contents:

• FIRST PART

• Chapter 1 General provisions

• SECOND PART

• Chapter 2 Licensed securities operations, etc.

• Chapter 3 Authorisation for Swedish companies

• Chapter 4 Activities of foreign companies in Sweden

• Chapter 5 Activities of Swedish companies abroad

• Chapter 6 Special provisions on tied agents

• Chapter 7 Acquisition and holding of property

• Chapter 8 Conduct of business rules

• Chapter 8 a Recovery plans

• Chapter 8 b Agreements on intra-group financial support

• Chapter 9 Conduct rules and investor protection rules

• Chapter 10 Data reporting services

• Chapter 11 Special provisions for a trading venue

• Chapter 11 a Shares with different voting rights traded on an MTF platform

• THIRD PART

• Chapter 12 Authorisation to operate a regulated market

• Chapter 13 Operations of the stock exchange

• Chapter 14 Participants in trading on a regulated market

• Chapter 15 Admission of financial instruments to trading, etc.

• Chapter 15 a Position limits and management of positions in commodity derivatives and derivatives relating to emission allowances

• Chapter 16 Regular financial information

• Chapter 17 Common provisions on information to be published by issuers

• Chapter 18 Other requirements for issuers

• Chapter 19 The chapter has been repealed by Act (2024:115).

• Chapter 20 The chapter has been repealed by Act (2024:115).

• Chapter 21 The chapter has been repealed by Act (2024:115).

• FOURTH PART

• Chapter 22 Suspension of trading, etc.

• Chapter 23 Supervision

• Chapter 24 Special provisions on the assessment of owners' suitability

• Chapter 25 Interventions

• Chapter 25 a Temporary administration

• Chapter 25 b Decisions on certain interventions and temporary administration regarding cross-border groups

• Chapter 26 Appeals

• Transitional provisions

FIRST PART

Introductory provisions

Chapter 1 General provisions

Scope of the Act

Section 1 This Act contains provisions on the securities market. Additional provisions on the securities market are contained in Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and amending Regulation (EU) No 648/2012 (the Markets in Financial Instruments Regulation). The Swedish Financial Supervisory Authority is the competent authority under that Regulation. Act (2017:679). Section 1 a For central counterparties, the following provisions of this Act apply:

• Chapter 1, Sections 11 and 12-14 on confidentiality, duty to provide information, prohibition on disclosure and liability,

• Chapter 23, Section 1, first and second paragraphs, Section 2, Section 4, first paragraph, and Sections 7, 11, 12 and 14 on supervision,

• Chapter 25, Sections 1, 1 i, 2, 2 a, 6, 8-11, 17, 25-28 and 29 on interventions, and

• Chapter 26, Section 1 on appeals. Further provisions for central counterparties are found in

• Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories and the Act (2013:287) with supplementary provisions to the EU regulation on OTC derivatives, central counterparties and trade repositories, and

• Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties and amending Regulations (EU) No 1095/2010, (EU) No 648/2012, (EU) No 600/2014, (EU) No 806/2014 and (EU) 2015/2365 and Directives 2002/47/EC, 2004/25/EC, 2007/36/EC, 2014/59/EU and (EU) 2017/1132 (the regulation on recovery and resolution of central counterparties). Act (2024:115). Section 1 b For those who are exempt from the licensing requirement under Chapter 2, Section 5, only Chapter 15 a applies. For those who are exempt from the licensing requirement under Chapter 2,

Section 5, first paragraph, items 4, 10, 11 or 14 and are participants in trading on a regulated market or on an MTF platform, Chapters 8, Sections 23-31 and 34, Chapter 15 a and Chapter 23, Sections 2, 3 and 5 apply. Act (2018:1226). Section 2 For foreign companies' operations in Sweden, the provisions of this Act apply in applicable parts. For branches of foreign companies, the Act (1992:160) on foreign branches, etc. otherwise applies.

Sustainability-related disclosures

Section 2 a Provisions that, in addition to the provisions of this Act, apply to those who provide investment advice or portfolio management under this Act are found in

1. Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainability-related disclosures in the financial services sector, and

2. Articles 5-7 of the European Parliament and of the Council Regulation

(EU) 2020/852 of 18 June 2020 on the establishment of a framework to facilitate sustainable investment and amending Regulation (EU) 2019/2088. Act (2021:1218). Section 2 b The provisions of Regulation (EU) 2019/2088 of the European Parliament and of the Council shall also apply to

1. securities companies that

• provide investment advice, and

• have fewer than three employees, and

2. foreign securities companies that

• conduct securities operations from a branch in Sweden or by using tied agents established in Sweden,

• provide investment advice, and

• have fewer than three employees.

Act (2021:106).

European companies and European cooperative societies

Section 3 In the case of European companies and European cooperative societies that have such a management system as referred to in Articles 39-42 of Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European company or Articles 37-41 of Council Regulation (EC) No 1435/2003 of 22 July 2003 on the Statute for a European Cooperative Society (SCE), what is said in the following provisions of this Act regarding the board of directors or its members shall apply to the supervisory body or its members:

• Chapter 1, Section 11 on confidentiality in respect of securities companies,

• Chapter 1, Section 13 on prohibition of communication,

• Chapter 3, Section 1, first paragraph, item 5 and Chapter 12, Section 2, item 4 on management examination,

• Chapter 9, Section 45, second paragraph, item 1 and fifth paragraph on credit, etc. to board members,

• Chapter 23, Section 11 on the right of the Financial Supervisory Authority to convene the board and attend such meetings and participate in the deliberations, and

• Chapter 25, Section 4 on revocation of authorisation. From Section 16, second paragraph and Section 22 of the Act (2004:575) on European companies and Section 21, second paragraph and Section 26 of the Act (2006:595) on European cooperative societies, it follows that the provisions specified in the first paragraph regarding the board of directors or its members shall also apply to a European company's or a European cooperative society's management or administrative body or its members.

Act (2025:633).

Definitions of various financial instruments

Section 4 In this Act, certificate means: certificate as defined in Article 2.1.27 of the regulation on markets in financial instruments, depositary receipt: securities that can be traded on the capital market in one country and that represent ownership of securities issued or issued by an issuer established in another country while they can be admitted to trading on a regulated market and traded independently of the securities issued or issued by the issuer in the other country, financial derivative instruments: such derivative instruments that can be attributed to any of the following categories:

1. options, futures contracts, swaps, interest rate hedging agreements and any other derivative contract relating to securities, currencies, interest rates or yields, emission allowances, or other derivative instruments, financial indices or financial measures that can be settled physically or in cash,

2. options, futures contracts (futures and forwards), swaps and any other derivative contract relating to commodities that must be settled in cash or may be settled in cash at the request of one of the parties, for a reason other than default or any other event that leads to the termination of the contract,

3. options, futures contracts, swaps and any other derivative contract relating to commodities that can be settled physically provided that they are traded on a regulated market or a trading venue, with the exception of wholesale energy products traded on an OTF platform and that must be settled physically,

4. options, futures contracts (futures and forwards), swaps and any other derivative contract that

• relate to commodities,

• can be settled physically,

• are not mentioned in 3 and that are not for commercial purposes, and

• that are considered to have characteristics similar to other derivatives regarding financial instruments,

5. derivative instruments for the transfer of credit risk,

6. financial contracts for differences, and

7. options, futures contracts, swaps, interest rate hedging agreements and any other derivative contract relating to climatic variations, freight rates or the rate of inflation or any other official economic statistics, which must be settled in cash or may be settled in cash at the request of one of the parties, for a reason other than failure to pay or any other event that leads to the contract being terminated, as well as any other derivative contract that

• relates to assets, rights, obligations, indices and measures not previously mentioned in this point, and

• is considered to have characteristics of other derivatives relating to financial instruments, based on, among other things, whether it is traded on a regulated market or a trading venue, financial instruments: transferable securities, money market instruments, units in undertakings for collective investment, financial derivative instruments and emission allowances, including such instruments issued through distributed ledger technology, agricultural commodity derivatives: derivative contracts relating to

1. the products listed in Annex I, Parts I-XX and XXIV/1, to Regulation (EU) No 1308/2013 of the European Parliament and of the Council of 17 December 2013 establishing a common organisation of the markets in agricultural products and repealing Council Regulations (EEC) No 922/72, (EEC) No 234/79, (EC) No 1037/2001 and (EC) No 1234/2007, or

2. the products listed in Annex I to Regulation (EU) No 1379/2013 of the European Parliament and of the Council of 11 December 2013 on the common organisation of the markets in fishery and aquaculture products, amending Council Regulations (EC) No 1184/2006 and (EC) No 1224/2009 and repealing Council Regulation (EC) No 104/2000, money market instruments: treasury bills, certificates of deposit, commercial paper and other instruments that are normally traded on the money market, but not means of payment, commodity derivatives: the same as in Article 2.1.30 of the Regulation on markets in financial instruments, government securities: a debt instrument issued by a government issuer, emission allowances: such emission allowances consisting of units recognised with respect to the requirements of Directive 2003/87/EC of the European Parliament and of the Council of 13 October 2003 establishing a scheme for greenhouse gas emission allowance trading within the Community and amending Council Directive 96/61/EC, as amended by Regulation (EU) No 421/2014 of the European Parliament and of the Council, transferable securities: such securities other than means of payment that can be traded on the capital market, for example

1. shares in limited companies and corresponding participatory interests in other types of companies as well as depositary receipts for shares,

2. bonds and other debt instruments including depositary receipts for such securities, and

3. other securities that give the right to transfer or acquire such transferable securities as referred to in 1 and 2, or that result in a cash settlement calculated on the basis of prices of transferable securities, currencies, interest rates or yields, commodities or other indices or measures. Further provisions on what is covered by the definitions in the first paragraph are found in the Commission Delegated Regulation

(EU) 2017/565 of 25 April 2016 supplementing Directive 2014/65/EU of the European Parliament and of the Council as regards organisational requirements and operating conditions for investment firms and defined terms for the purposes of that Directive (the Delegated Regulation to MiFID II).

Act (2023:94).

Designations for certain EU legal acts

Section 4 a In this Act, the directive on markets in financial instruments means: Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and amending Directive 2002/92/EC and Directive 2011/61/EU, as amended by Directive (EU) of the European Parliament and of the Council

2024/2811, the Capital Requirements Directive: Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC, as amended by Directive (EU) 2024/1619 of the European Parliament and of the Council, the Crisis Management Directive: Directive 2014/59/EU of the European Parliament and of the Council of 15 May 2014 establishing a framework for the recovery and resolution of credit institutions and investment firms and amending Council Directive 82/891/EEC and Directives 2001/24/EC, 2002/47/EC, 2004/25/EC, 2005/56/EC, 2007/36/EC, 2011/35/EU, 2012/30/EU and 2013/36/EU, and Regulations (EU) No 1093/2010 and (EU) No 648/2012 of the European Parliament and of the Council, as amended by Directive (EU) 2019/2034 of the European Parliament and of the Council, the Market Abuse Regulation: Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC, the Prospectus Regulation: Regulation of the European Parliament and of the Council

(EU) 2017/1129 of 14 July 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, the Supervision Regulation: Regulation of the European Parliament and of the Council

(EU) No 575/2013 of 26 June 2013 on prudential requirements for credit institutions and amending Regulation (EU) No 648/2012, the Investment Firms Directive: Directive (EU) 2019/2034 of the European Parliament and of the Council of 27 November 2019 on the prudential supervision of investment firms and amending Directives 2002/87/EC, 2009/65/EC, 2011/61/EU, 2013/36/EU, 2014/59/EU and 2014/65/EU, in the original wording, the Investment Firms Regulation: Regulation (EU) 2019/2033 of the European Parliament and of the Council of 27 November 2019 on the prudential requirements of investment firms and amending Regulations (EU) No 1093/2010, (EU) No 575/2013, (EU) No 600/2014 and (EU) No 806/2014, the Transparency Directive: Directive 2004/109/EC of the European Parliament and of the Council of 15 December 2004 on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and amending Directive 2001/34/EC, as amended by Directive 2013/50/EU of the European Parliament and of the Council. Act (2026:1066).

Definitions of various actors

Section 4 b In this Act, affiliated agent means: a natural or legal person who has entered into an agreement with a Swedish securities institution or a foreign investment firm domiciled within the EEA to, for the account of only that institution or firm

1. market investment or ancillary services,

2. receive or transmit instructions or orders regarding investment services or financial instruments,

3. place financial instruments, or

4. provide investment advice regarding these instruments or services, competent authority: in Sweden the Swedish Financial Supervisory Authority and in specifically designated cases the Swedish Companies Registration Office and otherwise a foreign authority that has the competence to exercise supervision over foreign investment firms and companies that operate a regulated market or other equivalent market or that has the competence to exercise supervision over issuers whose transferable securities are admitted to trading on a regulated market, stock exchange: a Swedish limited liability company or a Swedish economic association that has received authorisation under this Act to operate one or more regulated markets, central counterparty: the same as in Article 2.1 of Regulation (EU) No 648/2012 of the European Parliament and of the Council, issuer: in the case of shares the limited liability company and in the case of other financial instruments the issuer or the issuer of the instrument, trading venue: a regulated market, a multilateral trading facility (MTF) or an organised trading facility (OTF), trading platform: an MTF or an OTF, mainly commercial group: a group whose main activity is not

1. provision of investment services or such services as referred to in Chapter 7, Section 1 of the Banking and Financing Business Act (2004:297), or

2. activity as a market maker for commodity derivatives, credit institution: a bank, a credit market company or a foreign bank or credit company that conducts banking or financing business from a branch in Sweden, provider of data reporting services: the same as in Article 2.1.36a of the Regulation on markets for financial instruments, small and non-interconnected securities company: a securities company that is considered to be a small and non-interconnected securities undertaking under Article 12.1 of the Securities Companies Ordinance, market maker: a person who has on a continuing basis undertaken to trade for its own account on financial markets by buying and selling financial instruments using its own resources at prices set by it, market operator: a stock exchange or one or more legal persons in another country within the EEA that operates one or more regulated markets, MTF platform: a multilateral system within the EEA that brings together multiple third-party buying and selling interests in financial instruments - within the system and in accordance with non-discretionary rules - so that it results in a contract, OTF platform: a multilateral system within the EEA that is not a regulated market or an MTF platform, and within which multiple third-party buying and selling interests in bonds, structured financial products, emission allowances or derivatives can interact within the system so that it results in a contract, professional client: such a client as referred to in Chapter 9, Sections 4 or 5, regulated market: a multilateral system within the EEA that brings together or facilitates the bringing together of multiple third-party buying and selling interests in financial instruments - regularly, within the system and in accordance with non-discretionary rules - so that it results in a contract, public-sector entity: any of the following that issues debt instruments:

1. the European Union,

2. a state within the EEA, including administrations, bodies or a special function of the state,

3. in the case of a federal state within the EEA, a constituent state of the federation,

4. a special function for several states within the EEA,

5. an international financial institution established by at least two states within the EEA whose purpose is to arrange financing and provide financial assistance to states that have or risk having serious financing problems, and

6. the European Investment Bank, systematic internaliser: a securities institution that

1. trades for its own account in shares, depositary receipts, exchange-traded funds, certificates and other similar financial instruments in an organised, frequent and systematic manner by executing client orders outside a regulated market or a trading platform without operating a multilateral system, or

2. opts to be a systematic internaliser, growth market for small and medium-sized enterprises: an MTF platform, or a segment of an MTF platform, that is registered as a growth market for small and medium-sized enterprises with the Financial Supervisory Authority under Chapter 11,

Sections 13-15 or with a competent authority in another country within the EEA, foreign credit institution: a credit institution under Section 5 of Chapter 1 of the Act on Banking and Financing Business, foreign securities undertaking: a foreign company that is authorised in its home country to conduct securities business, securities company: a Swedish limited company that has been granted authorisation under this Act to conduct securities business and that is not a bank limited company or a credit market company under the Act on Banking and Financing Business, central securities depository: a central securities depository as defined in Article 2.1.1 of the Regulation on central securities depositories, securities-oriented holding company: a securities-oriented holding company as defined in Article 4.1.23 of the Securities Companies Ordinance, and securities institution: a securities company, a Swedish credit institution that has been granted authorisation under this Act to conduct securities business, or a foreign company that conducts securities business from a branch in Sweden or by using tied agents established in Sweden.

Act (2026:1066).

Definitions of various services and activities

Section 4 c In this Act, trading for own account means: trading using own resources that results in transactions with one or more financial instruments, investment advice: the provision of personal recommendations to a client in respect of one or more transactions relating to financial instruments, investment services and investment activities: the services and activities specified in Section 1 of Chapter 2, in respect of the instruments referred to in Section 4 of Chapter 1, portfolio management: the management of one or more financial instruments on a discretionary basis on instructions from individual clients, ancillary services: the services specified in Section 2 of Chapter 2, ancillary activities:

1. for a securities company, the activities specified in Sections 3 and 4 of Chapter 2, and

2. for a stock exchange, the activities specified in Section 12 of Chapter 13, execution of orders on clients' behalf: the purchase or sale of one or more financial instruments on clients' behalf, including entering into agreements to sell financial instruments issued by a securities institution or a foreign securities undertaking at the time of their issuance, and securities business: activity consisting of the professional provision of investment services or the performance of investment activities. Act (2024:115).

Other definitions

5 § In this Act, algorithmic trading means: trading in financial instruments where a computer algorithm automatically determines individual order parameters with limited or no human intervention, significant branch: a branch that is significant within the meaning of Article 51.1 of Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the supplementary supervision of credit institutions, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC, as amended by Directive (EU) 2021/338 of the European Parliament and of the Council, mixed financial holding company: a holding company within the meaning of Article 4.1.40 of the Securities Companies Regulation, mixed financial holding company in the EEA: a mixed financial holding company established in the EEA which is not itself a subsidiary of a

1. credit institution, securities company or EEA institution, or

2. another mixed financial holding company or a financial holding company established in another EEA country, exchange of a financial instrument: to sell a financial instrument and buy another financial instrument or to exercise a right to make a change concerning an existing financial instrument, exchange-traded fund: a fund where at least one class of units or shares is traded throughout the day on at least one trading venue and with at least one market maker who takes measures to ensure that the unit or share price on the trading venue does not differ significantly from its net asset value and, where applicable, from its preliminary net asset value, direct electronic access: a trading venue arrangement where a participant on a trading venue grants a person permission to use the participant's trading code so that the person can electronically forward orders concerning a financial instrument directly to the trading venue, EEA: the European Economic Area, EEA institution: a foreign credit institution or a foreign securities undertaking which is domiciled in another EEA country than Sweden, electronic format: a medium other than paper, branch: an office with independent management, whereby also the establishment by a foreign securities undertaking of several places of business in Sweden shall be regarded as a single branch, financial holding company: a holding company within the meaning of Article 4.1.20 of the Supervision Regulation, financial institution: a financial institution within the meaning of Article 4.1.14 of the Securities Companies Regulation, financial holding company in the EEA: a financial holding company established in the EEA which is not itself a subsidiary of a

1. credit institution, securities company or EEA institution, or

2. another financial holding company or a mixed financial holding company established in an EEA country, home country: the country in which a company has been authorised to carry on the activity referred to in this Act, mixed-activity holding company: a holding company within the meaning of Article 4.1.22 of the Supervision Regulation, capital base:

1. for securities companies other than those referred to in Chapter

2 § first paragraph 7 c-g of the Act (2014:968) on special supervision of credit institutions and securities companies, the same as in Article 9 of the Securities Companies Regulation,

2. for other companies, the same as in Article 72 of the Supervision Regulation, group:

1. in Chapters 8 a, 8 b and 25 b, the same as in Chapter 2 § 1 of the Act (2015:1016) on resolution,

2. in other chapters, the same as in Chapter 1, Sections 11 and 12 of the Companies Act (2005:551), whereby what is said about parent companies also applies to legal persons other than limited companies, group recovery plan: a plan drawn up by an EEA parent undertaking for the purpose of identifying measures that the companies in a group subject to group supervision intend to take in order to preserve or restore the financial position and viability of the group or of a securities company or foreign securities firm within the group after a significant deterioration of the financial situation, qualifying holding: a direct or indirect holding in a company, if the holding calculated in the manner specified in Section 5 a represents ten per cent or more of the capital or of all voting rights or otherwise enables a significant influence over the management of the company, liquid market: a market for a financial instrument or a class of financial instruments, where there are ready and willing buyers and sellers on a continuous basis, according to an assessment based on

1. the average transaction frequency and transaction volume under a number of market conditions,

2. the number and type of market participants, and

3. the average size of the differences between buying and selling rates (spreads), make-whole clause: a clause intended to protect the investor by ensuring that the issuer of a bond, in the event of early redemption of the bond, is obliged to pay to the holder an amount corresponding to the sum of

1. the net present value of remaining expected coupon payments up to the maturity date, and

2. the principal amount of the bond to be redeemed, matched principal trading: a transaction

1. in which an intermediary steps in between buyer and seller in such a way that the intermediary during the execution of the transaction is never exposed to market risk,

2. in which both sides of the transaction are carried out simultaneously, and

3. which is carried out at a price that means that the intermediary makes neither a profit nor a loss, except for previously announced remuneration or fees for the transaction, EEA parent undertaking: an EEA parent institution, an EEA financial parent holding company or a mixed financial parent holding company, EEA parent institution: a credit institution, securities company or EEA institution that is a parent undertaking and that is not itself a subsidiary of a

1. other credit institution, securities company or EEA institution, or

2. financial holding company or a mixed financial holding company established in a country within the EEA, multilateral system: a multilateral system as defined in Article 2.1.11 of the regulation on markets in financial instruments, coordinating supervisory authority: a competent authority responsible for exercising group supervision of EEA parent institutions and of securities companies and credit institutions controlled by EEA financial parent holding companies or mixed EEA financial parent holding companies, small and medium-sized enterprises: enterprises that had an average market capitalisation of less than EUR 200 million calculated on closing prices for the three preceding calendar years, initial capital:

1. for securities companies other than those referred to in Chapter 1, Section 2, first paragraph, items 7 c and g of the Act on Special Supervision of Credit Institutions and Securities Companies, the capital that is referred to for securities firms in Article 3.1.18 of the Securities Firms Directive,

2. for other companies, the capital referred to in Article 4.51 of the Supervisory Regulation, structured deposit: a deposit as defined in Section 2 of the Act (1995:1571) on Deposit Guarantee, which must be paid in full on the maturity date according to terms that mean that any interest or premium is to be calculated on the basis of

1. an index or a combination of indices, with the exception of interest rate indices,

2. a financial instrument or a combination of financial instruments,

3. a commodity or a combination of commodities or other non-fungible assets,

4. an exchange rate or a combination of exchange rates, or

5. other factors, structured financial products: the same as in Article 2.1.28 of the regulation on markets in financial instruments, technique for algorithmic high-frequency trading: a technique for algorithmic trading characterised by

1. that the infrastructure is intended to minimise delay (latency) through co-location, hosting or electronic high-speed access,

2. that the system decides when an order is to be initiated, generated, managed or executed without human involvement for individual trading transactions or individual orders, and

3. a large number of intraday messages that constitute orders, bids or cancellations, distributed ledger technology: such technology as referred to in Article 2.1 of the European Parliament and Council Regulation (EU)

2022/858 of 30 May 2022 on a pilot regime for market infrastructures based on distributed ledger technology and amending Regulations (EU) No 600/2014 and (EU) No 909/2014 and Directive 2014/65/EU, durable medium: a medium that

1. enables the customer to preserve information addressed to him or her personally in a way that is accessible for future use and for a period of time appropriate with regard to the purpose of the information, and

2. enables unchanged reproduction of the preserved information, and recovery plan: a plan drawn up by a securities company for the purpose of taking measures that the company intends to take in order to preserve or restore its financial position and viability after a significant deterioration of the financial situation. Act (2025:316). Section 5 a When assessing whether a holding constitutes a qualifying holding according to Section 5, the following provisions in Chapter 4 of the Act (1991:980) on trading in financial instruments shall be applied:

• Section 2, first paragraph, item 1 on depositary receipts,

• Section 4 on calculation of the holding,

• Section 5, second paragraph on calculation of the number of shares or voting rights,

• Section 12, paragraphs 1 and 2, on exemptions for shares held for clearing and settlement or managed on behalf of someone else,

• Section 13 on shares included in trading portfolios,

• Section 14 on shares held by market makers, and

• Sections 16 and 17 on exemptions for certain parent companies. In the assessment, regulations shall also be applied

• on shares held by market makers, which have been issued under the authority of Chapter 7, Section 1, paragraph 3 of the Act on Trading in Financial Instruments or Chapter 23, Section 15, paragraph 1 of this Act, and

• on exemptions for certain parent companies, which have been issued under the authority of Chapter 7, Section 1, paragraph 4 of the Act on Trading in Financial Instruments. What is prescribed regarding shares in the provisions to be applied under the first and second paragraphs shall also apply to other interests in companies. However, shares or interests that a securities institution or a credit institution conducting financing operations holds as a result of activities under Chapter 2, Section 1, paragraph 6 shall not be taken into account in the assessment, provided that

1. the voting rights are not exercised or otherwise used to interfere in the issuer's management, and

2. the shares or interests are disposed of within one year from acquisition. What is prescribed in the fourth paragraph shall also apply to shares or interests held under corresponding conditions by a foreign securities company or by a foreign credit institution conducting financing operations. Act (2017:1187). Section 6 A securities company and another company have close links if

1. one of the companies directly or indirectly through subsidiaries owns at least 20 percent of the capital or controls at least 20 percent of all votes in the other company,

2. one of the companies directly or indirectly is the parent company of the other or there is another similar connection between the companies, or

3. both companies are subsidiaries of or have a similar connection with one and the same legal person or are in a corresponding relationship to one and the same natural person. Close links also exist between a natural person and a securities company if

1. the natural person

a) owns at least 20 percent of the capital in the securities company,

b) controls at least 20 percent of all votes in the securities company, or

c) otherwise has such influence over the securities company that the person's position corresponds to that of a parent company in relation to a subsidiary, or

2. there is another similar connection between this person and the securities company.

Home Member State

Section 7 Sweden is the home Member State for an issuer that has its registered office here, if the issuer

1. is a limited company that has issued shares admitted to trading on a regulated market, or

2. has issued such debt instruments as referred to in Chapter 18, Section 2, first paragraph and which

a) each have a nominal value of less than the equivalent of EUR 1,000, and

b) are admitted to trading on a regulated market. Section 8 Sweden is the home Member State for an issuer that does not have its registered office in a state within the EEA, if

1. the issuer has issued shares or such debt instruments as referred to in Chapter 18, Section 2, first paragraph and each of the debt instruments has a nominal value of less than the equivalent of EUR 1,000,

2. the issuer's shares or debt instruments are admitted to trading on a regulated market in Sweden, and

3. the issuer has chosen Sweden to be the home Member State and within three months from the day the shares or debt instruments were first admitted to trading published the choice in accordance with Section 9 b. An issuer referred to in the first paragraph may change its choice of home Member State, if the shares or debt instruments are no longer admitted to trading on a regulated market in Sweden.

Sweden is in that case no longer the home Member State when the issuer has published the change of choice in accordance with Section 9 b. Act (2015:960). Section 9 Sweden is the home Member State for an issuer in cases other than those specified in Sections 7 and 8, if the issuer has issued or issued transferable securities that are admitted to trading on a regulated market and the issuer has chosen Sweden to be the home Member State and within three months from the day the transferable securities were first admitted to trading published the choice in accordance with Section 9 b. An issuer may choose Sweden to be the home Member State only if the issuer has its registered office here or if the transferable securities are admitted to trading on a regulated market in Sweden. An issuer that has chosen Sweden to be the home Member State may change this choice at the earliest after three years, unless

1. the conditions in the first paragraph have ceased to apply before that, or

2. the transferable securities are no longer admitted to trading on a regulated market in Sweden. Act (2015:960). Section 9 a Sweden is the home Member State for an issuer in cases other than those specified in Sections 7-9, if the issuer's transferable securities are admitted to trading on a regulated market in Sweden and the issuer within three months from 1 February 2016 or the day the issuer's transferable securities were first admitted to trading has not chosen another state to be the home Member State and published the choice in accordance with Section 9 b. The first paragraph does not cover

1. issuers of such shares or debt instruments as referred to in Section 7 that have their registered office within the EEA, and

2. issuers that before 1 February 2016 have chosen a home Member State within the EEA that is not Sweden and notified the choice to the competent authority in the home Member State. Sweden shall no longer be the home Member State for an issuer referred to in the first paragraph if the issuer has chosen another home Member State within the EEA than Sweden and published the choice in accordance with Section 9 b. Act (2015:960). Section 9 b An issuer shall publish the choice of home Member State in accordance with Sections 8-9 a and notify the choice to

1. the Financial Supervisory Authority, and

2. the competent authorities in the states within the EEA where the issuer's transferable securities are admitted to trading on a regulated market. If the issuer has its registered office in a state within the EEA other than Sweden, the choice shall also be notified to the competent authority in that state. Act (2015:960).

Transferable securities admitted to trading in another state within the EEA

10 § If Sweden is the home state for an issuer whose transferable securities are not admitted to trading on a regulated market in Sweden after application by the issuer, but are admitted to trading on a regulated market in another state within the EEA after such an application, Chapter 15, Section 8 on changes in rights and on new issues as well as the following provisions in Chapter 18 shall be applied by the issuer:

• Section 1 on the obligation to appoint a financial institution,

• Sections 2-6 on issuers of debt instruments, and

• Sections 7-12 on issuers not domiciled in a state within the EEA. It follows from Chapter 16, Section 1 that the provisions in Chapter 16 are applicable to such issuers as are specified in the first paragraph. Act (2016:1313).

Duty of confidentiality

11 § A person who is or has been associated with a securities company, a stock exchange, a data reporting service provider or a central counterparty as an employee or contractor may not without authorization disclose or use what he or she in the employment or under the assignment has learned about another's business relationships or personal circumstances. Information in a report or a statement about a suspected violation of a provision applicable to the business may not without authorization be disclosed, if the information can reveal the identity of the reporter or the reported person. In public activities, the provisions of the Public Access to Information and Secrecy Act (2009:400) apply instead. In Section 5 a of the Credit Information Act (1973:1173) there are provisions meaning that what applies regarding confidentiality according to the first paragraph does not prevent information in certain cases from being exchanged for credit information purposes. Act (2024:115).

Duty to provide information

11 a § In Chapter 16, Section 10 a of the Parental Code there are provisions on the obligation for securities companies to provide information to the chief guardian. Act (2008:914). 11 b § A securities company, a stock exchange and a central counterparty shall upon request by the Police Authority, the Swedish Tax Agency, the Swedish Security Service or the Swedish Customs Service provide information about individuals' relationships to the company, if the information is needed in an individual case in the authority's activities to prevent, hinder or detect criminal activity that includes a crime for which imprisonment for one year or more is included in the penal scale. The information shall be provided without delay and in electronic form. A securities company, a stock exchange or a central counterparty or a person active in any of those activities may not without authorization disclose to the customer or to any outsider that an authority has made a request or that information has been provided according to the first paragraph. Provisions on liability for those who violate the duty of confidentiality according to the second paragraph are found in Chapter 20, Section 3 of the Penal Code.

Act (2025:178). 12 § A securities company, a stock exchange and a central counterparty are obliged to provide information about individuals' relationships to the company if it

1. during an investigation according to the provisions on preliminary investigation in criminal cases is requested by the investigation leader,

2. during an investigation on independent forfeiture is requested by the prosecutor,

3. in a case on legal assistance in criminal matters is requested by the prosecutor on application from another state or an international court, or

4. in a case on recognition and enforcement of a European investigation order is requested by the prosecutor. The information shall be provided without delay and in electronic form. Act (2024:855).

Prohibition on disclosure

13 § The investigation leader or prosecutor who requests information according to Section 12 may decide that the securities company, the stock exchange or the central counterparty and its board members and employees may not disclose to the customer or to any outsider that information has been provided according to Section 12 or that a preliminary investigation, an investigation on independent forfeiture, a case on legal assistance in criminal matters or a case on recognition and enforcement of a European investigation order is ongoing. Such a prohibition may be issued if it is required so that an investigation on crime or independent forfeiture is not jeopardized or to fulfill an international agreement that is binding for Sweden. The prohibition shall be time-limited, with the possibility of extension, and may not cover a longer time than what is justified with regard to the purpose of the prohibition. In a case on legal assistance in criminal matters or on recognition and enforcement of a European investigation order, however, the prohibition may be time-limited only if the state or international court that has applied for legal assistance or the foreign authority that has issued the investigation order consents to this. If a prohibition is no longer justified with regard to the purpose of the prohibition, the investigation leader or prosecutor shall decide that the prohibition shall cease. Act (2024:855).

Provision on liability

14 § A person who intentionally or through gross negligence violates a prohibition on disclosure according to Section 13 is sentenced to a fine.

Duty to report

15 § A person who is an employee or contractor in a stock exchange and who can normally be expected to have access to insider information shall in writing report to the employer holdings of financial instruments and changes in holdings. In the application of the first paragraph, financial instruments owned by a spouse or cohabitant of the person required to report shall be equated with the person required to report's own. The same applies to financial instruments owned by minor children who are under the custody of the person required to report. Act (2018:1623). 16 § A stock exchange shall keep a list of such reports on holdings of financial instruments that have been made according to Section 15. Act (2018:1623).

Authorizations

17 § The Government or the authority determined by the Government may issue regulations on

1. how information according to Section 11 b first paragraph and Section 12 shall be provided,

2. who are required to report according to Section 15, and

3. what a list according to Section 16 shall contain.

Act (2025:178).

SECOND PART

Securities operations

Chapter 2. License-required securities operations etc.

License requirement

Investment services and investment activities

Section 1 A licence from the Swedish Financial Supervisory Authority is required to conduct securities business, unless otherwise provided in this Act. A licence may be granted for

1. reception and transmission of orders in relation to one or more financial instruments,

2. execution of orders on behalf of customers,

3. dealing on own account,

4. portfolio management,

5. investment advice,

6. underwriting of financial instruments and/or placing of financial instruments on a firm commitment basis,

7. placing of financial instruments without a firm commitment basis,

8. operation of MTF platforms, and

9. operation of OTF platforms. Act (2017:679). Section 1 a A licence for an investment service under Section 1, items 1, 2 and 4-7 also covers the provision of the service in respect of a structured deposit. Act (2017:679). Section 1 b Has been repealed by Act (2025:316).

Ancillary services

Section 2 A securities company may, after authorisation by the Swedish Financial Supervisory Authority, as part of its business

1. hold financial instruments on behalf of customers and receive funds with an obligation to account for them, but not provide or maintain securities accounts at the top level (central account-keeping service),

2. grant customers credit so that the customer, through the securities company, can carry out a transaction in one or more financial instruments,

3. provide advice to companies on capital structure, corporate strategy and similar matters, and provide advice and services in connection with mergers and acquisitions,

4. carry out foreign exchange services where these are connected with investment services,

5. prepare and disseminate investment and financial analyses and other forms of general recommendations relating to trading in financial instruments,

6. carry out services in connection with underwriting of financial instruments,

7. carry out investment services, investment activities and ancillary services in respect of underlying factors of such financial derivative instruments as referred to in points 2-4 and 7 of the definition in Chapter 1, Section 4, and

8. receive customers' funds in an account to facilitate the securities business. A licence under the first paragraph, item 8 may be granted only together with a licence under the first paragraph, item 2. Act (2017:679).

Ancillary activities

Section 3 A securities company may, after authorisation by the Swedish Financial Supervisory Authority, conduct activities other than providing the ancillary services specified in Section 2. A securities company may, after authorisation by the Swedish Financial Supervisory Authority, conduct foreign exchange trading. An authorisation under the first paragraph is not required to conduct insurance distribution under the conditions prescribed in the Act (2018:1219) on insurance distribution. A securities company may

1. perform data reporting services under the Regulation on markets in financial instruments, and

2. provide crowdfunding services under Regulation (EU) 2020/1503 of the European Parliament and of the Council of 7 October 2020 on European crowdfunding service providers for business, and amending Regulation (EU) 2017/1129 and amending Directive (EU)

2019/1937. Act (2021:904). Section 4 The Act (1993:931) on individual pension savings contains provisions on the right of securities institutions to conduct pension savings business. Act (2013:579). Section 4 a Regulation (EU) of the European Parliament and of the Council

2019/1238 of 20 June 2019 on a pan-European personal pension product (PEPP product) contains provisions that a securities company that has a licence under Section 1, item 4 may develop and distribute PEPP products. The Regulation also contains provisions that a securities company that has a licence under Section 1, item 5 may distribute PEPP products. Act (2022:1757).

Exemptions from the licensing requirement

Section 5 A licence under Section 1 is not required for

1. Sveriges riksbank, the Swedish National Debt Office and the Legal, Financial and Administrative Services Agency,

2. tied agents for the activities specified in Chapter 1,

Section 4 b,

3. a stock exchange that conducts business under its licence,

4. insurance companies with a licence under the Insurance Business Act (2010:2043) and occupational pension companies with a licence under the Act (2019:742) on occupational pension companies,

5. companies within a group that provide investment services exclusively to other companies in the group,

6. natural and legal persons that provide investment services, if the service is provided on an incidental basis in connection with other professional activity regulated by

a) provisions in an act or other statute, or

b) ethical rules relating to the professional activity in question and which do not preclude the provision of the service,

7. natural and legal persons that deal on own account in financial instruments other than commodity derivatives or emission allowances or derivatives relating to emission allowances and that do not provide other investment services or carry out other investment activities in financial instruments other than commodity derivatives or emission allowances or derivatives relating to emission allowances, unless they

a) are market makers,

b) are participants in a regulated market or an MTF platform, with the exception of non-financial entities that on a trading venue carry out transactions relating to liquidity management or that in an objectively measurable way reduce risks directly related to the business activities or liquidity management of themselves or the groups to which they belong,

c) apply a technique for algorithmic high-frequency trading, or

d) deal on own account when executing customer orders,

8. companies that provide investment services consisting exclusively of the management of a programme aimed at employee ownership in the company,

9. companies that provide both

a) investment services consisting exclusively of the management of programmes aimed at employee ownership in the company, and

b) investment services other than those specified in a exclusively to other companies in the group,

10. fund management companies, management companies and fund undertakings that are authorised to conduct business under the Act (2004:46) on Undertakings for Collective Investment in Transferable Securities and AIF managers that are authorised to conduct business under the Act (2013:561) on Managers of Alternative Investment Funds in cases other than after registration under Chapter 2 of that Act,

11. companies that deal on their own account in commodity derivatives, emission allowances or derivatives relating to emission allowances without executing customer orders, or provide investment services in relation to such instruments to their customers as their main business, if

a) this constitutes an ancillary activity or, if the company is part of a group, this constitutes an ancillary activity in relation to the group as a whole,

b) the company is not part of a group whose main business consists of providing investment services or such services as referred to in Chapter 7, Section 1 of the Act (2004:297) on Banking and Financing Business or activities as a market maker for commodity derivatives,

c) the company does not apply a technique for algorithmic high-frequency trading, and

d) the company, upon request, reports to the Swedish Financial Supervisory Authority on the basis on which the company has assessed that the activity is only an ancillary activity,

12. natural and legal persons who provide investment advice within the framework of professional activities other than those covered by the provisions of this Act, if no specific remuneration is given for the advice,

13. natural and legal persons who carry out investment activities, though not the operation of a secondary market, or provide investment services relating to commodity derivatives in order to perform tasks

• under Directive 2009/72/EC of the European Parliament and of the Council of 13 July 2009 concerning common rules for the internal market in electricity and repealing Directive 2003/54/EC, in its original wording,

• under Directive 2009/73/EC of the European Parliament and of the Council of 13 July 2009 concerning common rules for the internal market in natural gas and repealing Directive 2003/55/EC, in its original wording,

• under Regulation (EC) No 714/2009 of the European Parliament and of the Council of 13 July 2009 on conditions for access to the network for cross-border exchanges in electricity and repealing Regulation (EC) No 1228/2003 or under such network codes or guidelines as have been adopted under the Regulation, or

• under Regulation (EC) No 715/2009 of the European Parliament and of the Council of 13 July 2009 on conditions for access to the natural gas transmission networks and repealing Regulation (EC) No 1775/2005 or under such network codes or guidelines as have been adopted under the Regulation, if

a) the person is such a transmission system operator as referred to in Article 2.4 of Directive 2009/72/EC of the European Parliament and of the Council, in its original wording, or Article 2.4 of Directive 2009/73/EC of the European Parliament and of the Council, in its original wording,

b) the person provides services to an operator as referred to in a and performs the tasks on behalf of the operator, or

c) the person is an operator or manager of energy balancing systems, pipeline networks or systems for balancing the supply and demand of energy,

14. companies that are operators under Section 5 of the Act (2020:1173) on certain emissions of greenhouse gases that deal on their own account in emission allowances, if

a) the company does not provide other investment services or engage in other investment activities, and

b) the company does not apply a technique for algorithmic high-frequency trading,

15. central securities depositories authorised under Article 16 of the Regulation on central securities depositories to provide the services expressly specified in Sections A and B of the Annex to that Regulation, and

16. providers of crowdfunding services as defined in Article 2.1 e of Regulation (EU) 2020/1503 of the European Parliament and of the Council to provide the services specified in Article 2.1 a ii of that Regulation. Authorisation is also not required for such management of financial instruments that is regulated in any other Act.

Act (2025:316). Section 6 In Chapter 4 there are further exemptions from the authorisation requirement for certain companies domiciled within the EEA.

Chapter 3. Authorisation for Swedish companies

Securities companies

Conditions for authorisation

Section 1 Authorisation to conduct securities business shall be granted to a Swedish limited liability company, if

1. the company has its head office in Sweden,

2. the articles of association do not conflict with this Act or any other statute,

3. there is reason to assume that the planned activity will be conducted in accordance with the provisions of this Act and other statutes regulating the company's activity,

4. the person who has or can be expected to come to have a qualifying holding in the company is deemed suitable to exercise a significant influence over the management of a securities company,

5. the person who is to be a member of the board of directors of the company or be the managing director of it, or be a deputy for any of them is suitable for such a task by having sufficiently good repute and sufficient insight, knowledge and experience to participate in the management of a securities company and also otherwise acts with honesty, integrity and independent judgement,

6. the board of directors as a whole has sufficient knowledge and experience to manage the company, and

7. the company otherwise meets the conditions specified in this Act. Authorisation to conduct ancillary business under Chapter 2, Section 3, first paragraph shall be granted to a securities company, if there are special reasons and the activity may facilitate the business.

Act (2026:1066). Section 2 In the assessment under Section 1, first paragraph, item 4 of whether a holder is suitable, the holder's repute and financial strength shall be taken into account. It shall also be taken into account whether there is reason to assume that

1. the holder will counteract the securities company's activity being conducted in a manner consistent with the requirements of this Act and other statutes regulating the company's activity, or

2. the holding is connected with or may increase the risk of

a) money laundering under Chapter 1, Section 6 of the Act (2017:630) on measures against money laundering and financing of terrorism, or

b) financing of terrorism under Section 6 of the Terrorist Offences Act (2022:666) or attempt to commit such an offence, with respect to terrorist offences under Section 4 of the same Act. If the person who will have a qualifying holding in the company is a financial holding company or a mixed financial holding company, when assessing the holder's reputation, particular consideration shall be given to whether its management meets the requirements imposed on the management of such a company under Chapter 3, Section 5 of the Act (2014:968) on special supervision of credit institutions and securities companies and Chapter 5, Section 16 of the Act (2006:531) on special supervision of financial conglomerates, respectively. If the company has or can be expected to have close links with another person, authorisation may be granted only if the links do not prevent effective supervision of the securities company. Act (2022:676).

Approval of Articles of Association

Section 3 The Articles of Association of a securities company shall be approved by the Financial Supervisory Authority in connection with its being granted authorisation to conduct securities business. Section 4 A securities company that has resolved to amend its Articles of Association shall apply to the Financial Supervisory Authority for approval of the amendment. The amendment shall be approved if the Articles of Association are consistent with this Act and other statutes and otherwise contain the special provisions that are needed with regard to the scope and nature of the company's business. A resolution to amend the Articles of Association may not be registered before the amendment has been approved.

Board of Directors and Auditor

Section 5 A securities company shall have a board of directors with at least three members. The company shall have a managing director. The person who is the managing director may not be the chairman of the board. The Financial Supervisory Authority may, upon application from the securities company, grant an exemption from this prohibition. A securities company shall have at least one auditor. At least one auditor appointed by the general meeting shall be an authorised auditor. Act (2014:985). Section 5 a Provisions on the audit of securities companies that are authorised under Chapter 2, Section 2, first paragraph, items 2 and 8, or whose transferable securities are admitted to trading on a regulated market, are also found in Regulation (EU) No 537/2014 of the European Parliament and of the Council of 16 April 2014 on specific requirements regarding statutory audit of public-interest entities and repealing Commission Decision 2005/909/EC. Act (2016:438). Section 5 b With respect to audit committees, a securities company that is authorised under Chapter 2, Section 2, first paragraph, items 2 and 8, shall be considered as such a public limited company as referred to in Chapter 8, Section 49 a of the Companies Act (2005:551). Act (2016:438). Section 5 c For securities companies whose transferable securities are admitted to trading on a regulated market, there are provisions on the auditor's term of office in Chapter 9, Section 21 a of the Companies Act (2005:551). Also a securities company that is authorised under Chapter 2,

Section 2, first paragraph, items 2 and 8 of this Act shall, with respect to the auditor's term of office, be considered as such a public limited company as referred to in Chapter 9, Section 21 a of the Companies Act. However, the possibility under Chapter 9, Section 21 a of the Companies Act to extend the audit engagement to a maximum of twenty or twenty-four years does not apply to engagements in a securities company.

Act (2016:438). Section 5 d For securities companies other than those referred to in Section 5 c, the following applies with respect to the auditor's term of office. The engagement as auditor may last for a maximum of seven consecutive years. The auditor may thereafter not participate in the audit unless at least four years have elapsed since he or she left the engagement.

If the auditor is a registered audit firm, instead of the second paragraph, the auditor responsible shall be replaced no later than after seven years. He or she may thereafter not participate in the audit unless at least three years have elapsed since he or she was responsible for the audit. Act (2016:438). Section 5 e With respect to a court's dismissal of the auditor, a securities company that is authorised under Chapter 2, Section 2, first paragraph, items 2 and 8, shall be considered as such a public limited company as referred to in Chapter 9, Section 22 a of the Companies Act (2005:551). Act (2016:438).

Initial Capital

Section 6 A securities company shall have an initial capital that at the time of the decision on authorisation corresponds to

1. at least EUR 5,000,000 if

a) the company's business is to include receiving funds on account under Chapter 2, Section 2, first paragraph, item 8, or

b) the company is such as referred to in Chapter 1, Section 2, first paragraph, item 7 g of the Act (2014:968) on special supervision of credit institutions and securities companies,

2. at least EUR 750,000 if the company is to conduct business referred to in Chapter 2, Section 1, items 3 or 6,

3. at least EUR 150,000 if a higher amount is not required under 1 or 2, and

4. at least EUR 75,000 if the company is to conduct only business referred to in Chapter 2, Section 1, items 1, 2, 4, 5 or 7 and will not hold customers' funds or securities. The initial capital shall, for securities companies referred to in the first paragraph, item 1, be composed in accordance with Article 72 of the Supervision Regulation. For other securities companies, the initial capital shall be composed in accordance with Article 9 of the Securities Companies Regulation. Act (2022:192).

Capital Adequacy

Section 7 Provisions on capital adequacy are found in

• the Securities Companies Regulation,

• the Supervision Regulation,

• the Act (2014:968) on special supervision of credit institutions and securities companies, and

• the Act (2014:966) on capital buffers.

Act (2021:480).

Application for Authorisation

Section 8 A public limited company may apply for authorisation before the company has been registered in the companies register or the European company register. If a public limited company has applied for authorisation within six months from the signing of the memorandum of association, the time specified in Chapter 2, Section 22 of the Companies Act (2005:551) is counted from the authorisation decision.

Consultation with Other Competent Authorities

Section 9 Before deciding on authorisation, the Financial Supervisory Authority shall consult with the competent authority in another country within the EEA, if the company

1. is or can be expected to become a subsidiary of an investment firm, a market operator, a credit institution or an insurance company authorised in that country,

2. is or may be expected to become a subsidiary of the parent undertaking of a securities undertaking, a credit institution, an electronic money undertaking or an insurance undertaking authorised in that country, or

3. is controlled or may be expected to come under the control of the same natural or legal persons as have ownership control over a securities undertaking, a credit institution, an electronic money undertaking or an insurance undertaking authorised in that country. Act (2017:679).

Credit institutions

10 § Permission for a Swedish credit institution to carry on securities business shall be granted if the planned activities may be assumed to be carried on in accordance with the provisions of this Act and other enactments regulating the institution's activities.

Business plan

11 § An application for permission under this Chapter shall contain a business plan for the intended activities.

Delegations of authority

12 § The Government or the authority designated by the Government may issue regulations on

1. which items may be counted towards the initial capital under Section 6, and

2. what requirements under Section 1, first paragraph, items 5 and 6 and Chapter 24, Section 3, second paragraph, item 1 shall be imposed on a person who is to serve on the board of directors or be the chief executive of a securities company, or be a deputy for either of them, and on the board of directors as a whole. Act (2014:985).

Chapter 4. Activities of foreign undertakings in Sweden

Undertakings established within the EEA

1 § A foreign undertaking that is established within the EEA and that has permission in its home country to carry on securities business does not need permission under Chapter 2, Section 1. Such an undertaking may

1. carry on securities business from a branch in Sweden or by using a tied agent established in this country, beginning two months after the Swedish Financial Supervisory Authority has received from a competent authority in the undertaking's home country a notification containing

a) a business plan for the intended activities in Sweden, stating the organisation of the branch or the tied agent, and

b) information on the address and responsible management of the branch or the tied agent, and

2. carry on securities business by offering and providing services from its home country, beginning as soon as the Swedish Financial Supervisory Authority has received from a competent authority in the undertaking's home country a notification containing a business plan for the intended activities, stating which services are to be offered and whether the undertaking intends to use a tied agent established in the undertaking's home country. The Swedish Financial Supervisory Authority may decide that activities may commence earlier than stated in paragraph 1. Act (2017:679).2 § Permission under Chapter 2, Section 1 is also not needed for

1. a foreign securities undertaking established within the EEA that operates a trading platform and that in Sweden takes measures to facilitate the use of its system by participants here,

2. foreign credit institutions that carry on activities pursuant to Chapter 4, Section 1 or 2 of the Act (2004:297) on banking and financing business, and

3. foreign financial institutions that carry on activities pursuant to Chapter 4, Section 3 of the Act on banking and financing business.3 § An undertaking that carries on securities business pursuant to Section 1 or 2 may in Sweden carry on only such activities as are covered by the permission to operate in its home country.If an undertaking referred to in the first paragraph carries on securities business from a branch in Sweden and uses a tied agent, the agent shall be deemed to form part of the undertaking's branch.

Undertakings established outside the EEA

4 § An undertaking that is established outside the EEA may, with the permission of the Swedish Financial Supervisory Authority, carry on securities business from a branch in Sweden. Permission to establish a branch shall be granted if

1. the undertaking is subject to effective supervision by a competent authority in its home country and has permission in its home country to provide the services and carry on the activities to which the application relates,

2. the undertaking's home country has taken the necessary measures to counteract money laundering and the financing of terrorism,

3. cooperation arrangements have been established between the Swedish Financial Supervisory Authority and the competent authority in the country where the undertaking is established, including provisions regulating the exchange of information in order to preserve the integrity of the market and protect investors,

4. the branch has at its free disposal sufficient initial capital,

5. one or more persons have been appointed who are to be responsible for the management of the branch, and these persons meet the requirements in Chapter 3,

Section 1, items 5 and 6, and Section 5,

6. the undertaking's home country has entered into an agreement with Sweden that meets the standards in Article 26 of the OECD Model Tax Convention on Income and on Capital and ensures an effective exchange of information in tax matters, including any multilateral tax agreements,

7. the branch is covered by an investor compensation scheme that has been approved or recognised in accordance with Directive 97/9/EC of the European Parliament and of the Council of 3 March 1997 on investor compensation schemes, in its original wording, and

8. there is reason to assume that the planned activities will be carried on in accordance with the provisions of this Act, the Regulation on markets in financial instruments, regulations issued pursuant to the Act, and other enactments applicable to the undertaking's activities in Sweden.

Act (2025:316).5 § An application for permission under Section 4 shall contain a business plan for the intended activities.6 § An undertaking with permission under Section 4 may, with the permission of the Swedish Financial Supervisory Authority, provide ancillary services under Chapter 2, Section 2 or carry on ancillary activities under Chapter 2, Section 3. Permission may only be granted if the undertaking is permitted to provide corresponding services or carry on corresponding activities in its home country.Permission under Chapter 2, Section 2, first paragraph, items 2 and 8 may only be granted if deposits at the branch are covered by a guarantee under the Act (1995:1571) on deposit guarantee or by a foreign guarantee that

1. covers the deposits specified in Section 2 of the Act on deposit guarantee, and

2. at least corresponds to the guarantee under sections 4 and 4 c of the Deposit Guarantee Act. Act (2016:627).7 § The Swedish Financial Supervisory Authority shall, within six months from the submission of a complete application for authorisation under section 4, inform the undertaking of its decision on the authorisation issue.

Act (2017:679).8 § An undertaking referred to in section 4 which has been granted authorisation to conduct securities business from a branch in Sweden shall provide appropriate reporting systems for employees who wish to make reports of suspected breaches of the provisions applicable to the business.

Act (2018:328).9 § Further provisions on the possibility for undertakings established outside the EEA to provide investment services or carry out investment business within the EEA under certain conditions are set out in the Regulation on Markets in Financial Instruments. Act (2017:679).10 § Has been repealed by Act (2019:132).

Chapter 5. Swedish undertakings' business abroad

Branch business within the EEA

1 § A securities company which intends to conduct securities business from a branch or by using a tied agent established in another EEA country shall notify the Swedish Financial Supervisory Authority before the business is commenced. The notification shall contain

1. a business plan for the intended business, stating the organisation of the branch and the tied agent, and

2. information on the country in which the branch is to be established and the tied agent used, as well as the addresses and responsible management of the branch and the tied agent.The first paragraph shall also apply to a Swedish credit institution which has authorisation under Chapter 3, section 10 and which intends to conduct securities business by using a tied agent established in another EEA country. Act (2017:679).2 § If the Swedish Financial Supervisory Authority finds, in cases referred to in section 1, that there is no reason to question the securities company's administrative structure or financial situation, the Authority shall, within three months from receipt of the notification, forward it to the competent authority in the country where the branch is to be established. Together with the notification, the Authority shall provide information on investor protection and deposit guarantee applicable to customers of the securities company.The Swedish Financial Supervisory Authority shall inform the securities company when the Authority forwards the notification pursuant to the first paragraph.If the Swedish Financial Supervisory Authority finds that there are no grounds for forwarding the notification referred to in the first paragraph, the Authority shall notify a decision to that effect within three months from receipt of the notification.3 § If a securities company intends to change anything stated in the company's notification to the Swedish Financial Supervisory Authority under section 1, the company shall notify the Authority in writing at least one month before the change is implemented. The Swedish Financial Supervisory Authority shall inform the competent authority in the other country of the change.If the Swedish Financial Supervisory Authority finds that the change may not be made, the Authority shall notify a decision to that effect within one month from the receipt of the notification by the Authority. The competent authority in the other country shall be notified immediately of the decision. In the event of a change in investor protection or deposit guarantee referred to in Section 2, first paragraph, the Swedish Financial Supervisory Authority shall notify the competent authority in the country where the branch is located of the change. The first to third paragraphs also apply to a Swedish credit institution that has authorisation under Chapter 3, Section 10, and that intends to conduct securities business by using a tied agent established in another country within the EEA. Act (2017:679).

Cross-border activity within the EEA

Section 4 A securities company that intends to conduct securities business in another country within the EEA by offering and providing services without establishing a branch there shall notify the Swedish Financial Supervisory Authority before the activity begins. The notification shall contain

1. a business plan for the intended activity with information on which services are to be offered,

2. information on the country in which the activity is to be conducted, and

3. information on whether the company intends to use a tied agent established in Sweden for the activity in the other country. The Swedish Financial Supervisory Authority shall, within one month from receipt of the notification, forward it and the business plan to the competent authority in the country where the activity is to be conducted. Act (2017:679). Section 5 If a securities company intends to change anything stated in the company's notification or business plan to the Swedish Financial Supervisory Authority after the company has begun conducting activity in the other country, the company shall notify the Authority in writing at least one month before the change is implemented. The Swedish Financial Supervisory Authority shall notify the competent authority in the other country of the change. Section 6 A Swedish credit institution that has authorisation under Chapter 3, Section 10, and that intends to conduct securities business in another country within the EEA through a tied agent established in Sweden, shall notify the Swedish Financial Supervisory Authority before the activity begins of which the tied agent is. The Swedish Financial Supervisory Authority shall, within one month from receipt of the notification, forward it to the competent authority in the country where the activity is to be conducted.

Lag (2017:679). 7 § A securities company that intends to take measures in another country within the EEA to facilitate for remote participants to gain access to the company's trading platform shall, before such measures are commenced, notify Finansinspektionen. Finansinspektionen shall, within one month from the receipt of the notification, forward it to the competent authority in the country where the measures are to be taken. Upon request, Finansinspektionen shall provide the same authority with information about which participants from that country participate on the company's trading platform. The first paragraph also applies to a Swedish credit institution that has authorisation under Chapter 3, Section 10, and that intends to take measures in another country within the EEA to facilitate for remote participants to gain access to the institution's trading platform.

Lag (2017:679).

Branch operations outside the EEA

8 § A securities company may, after authorisation by Finansinspektionen, establish a branch in a country outside the EEA. An application for authorisation shall contain

1. a business plan for the intended operations with information about the branch's organisation, and

2. information about the country in which the branch is to be established and about the branch's address and responsible management.

Chapter 6. Special provisions on tied agents

Registration etc.

1 § A Swedish securities institution or a foreign securities firm domiciled within the EEA that has entered into an agreement with a tied agent established in Sweden shall notify the agent for registration with the Swedish Companies Registration Office. The institution or firm shall, before entering into such an agreement, verify that the tied agent has sufficient knowledge and qualifications for the operations it is to conduct and that it is also otherwise suitable to conduct such operations. In a notification under the first paragraph, the operations that the agent is to conduct shall be stated. Lag (2017:679). 2 § Has been repealed by lag (2017:679). 3 § A tied agent may not commence its operations as a tied agent until registration has taken place.

Information to customers

4 § A Swedish securities institution or a foreign securities firm domiciled within the EEA shall ensure that a tied agent that it has notified for registration under Section 1 informs customers about

1. which securities institution or foreign securities firm it represents,

2. what powers it has, and

3. that the institution or firm is liable for pure economic loss that the agent through its operations intentionally or negligently causes the customer. Lag (2017:679).

Liability for pure economic loss

5 § A Swedish securities institution or a foreign securities firm domiciled within the EEA that has entered into an agreement with a tied agent is liable for pure economic loss that the agent through its operations intentionally or negligently causes a customer. Lag (2017:679).

Business rules

6 § A Swedish securities institution or a foreign securities firm domiciled within the EEA shall continuously ensure that tied agents that it has notified for registration under Section 1 fulfil

1. the requirements on knowledge, qualifications and suitability under Section 1, first paragraph, and

2. what according to Chapter 8, Section 15, and Chapter 9, Sections 1 and 10-29, applies to securities institutions. Lag (2017:679).

Registration authority

7 § The Swedish Companies Registration Office is the registration authority for tied agents referred to in Section 1. A register of tied agents is kept at the Swedish Companies Registration Office, in which the information that according to law or other statutes shall be included in the register is entered. Lag (2017:679). 8 § If the person who has made a registration notification has not followed what applies to the notification or if there is any other obstacle to registration, the Swedish Companies Registration Office shall order him to state his opinion on the matter or to rectify within a certain time. If the person who has made the notification does not comply with an order under the first paragraph, the notification shall be written off. Information about this shall be included in the order. If, even after the notifier has stated his opinion, there are obstacles to registration that the notifier has had the opportunity to comment on, the Swedish Companies Registration Office shall refuse registration. If there is reason for it, however, the Office may give the person who has made the notification an opportunity to state his opinion again before a decision is made in the matter.

Deregistration

9 § The Swedish Companies Registration Office shall deregister a tied agent if

1. the securities institution or the securities firm that has entered into an agreement with the agent requests it, or

2. the securities institution's or the securities firm's authorisation to conduct securities operations has been revoked.

Authorisations

10 § The Government or the authority determined by the Government may issue regulations on

1. which circumstances shall be reported in such an agreement as referred to in Chapter 1, Section 4 b, and

2. what Swedish securities institutions and foreign securities firms shall observe under Section 1 when notifying for registration and checking tied agents. Lag (2017:679).

Chapter 7. Acquisition and holding of property

Holding of property in general

1 § A securities company may hold only

1. property that is needed to

a) conduct securities operations, and

b) provide ancillary services or conduct ancillary activities,

2. shares, participations and other financial instruments with the limitations stated in Sections 2-6, and

3. property for the protection of a claim under Sections 10-12. In the Securities Companies Ordinance and the Supervision Ordinance there are further provisions on limitations of such holdings as referred to in the first paragraph, item 2. Lag (2021:480).

Acquisition and holding of shares, participations and other financial instruments

Acquisition as part of the organisation of the operations

2 § A securities company may acquire shares or participations in companies, if the acquisition is part of the organisation of the operations and nothing else follows from Section 13.

Acquisition as part of a normal liquidity management

3 § A securities company may acquire financial instruments as part of a normal liquidity management.

Acquisitions for investment operations trading in financial instruments on own accountSection 4 A securities company that has authorisation to conduct securities business under Chapter 2, Section 1, item 3 may acquire financial instruments for that business.

Holdings when participating in issues

Section 5 A securities company that has authorisation to conduct securities business under Chapter 2, Section 1, item 6 and that in that business has acquired financial instruments shall dispose of these as soon as it is appropriate and no later than within three years from the acquisition. If there are exceptional reasons, the Swedish Financial Supervisory Authority may, upon application, decide that the financial instruments may be held for a longer period.

Acquisition of own shares

Section 6 /Ceases to apply U:2026-12-05/ A securities company that has authorisation to conduct securities business under Chapter 2, Section 1, item 3 or 7 may, despite the restrictions in Chapter 19, Sections 7 and 14 of the Companies Act (2005:551), acquire own shares and shares in parent companies to facilitate such business. However, this applies only to shares that are admitted to trading on a regulated market or a corresponding market outside the EEA.The holding of such shares as specified in the first paragraph may not exceed five percent of all shares in any of the companies.For shares that have been acquired with support of the first paragraph, the provisions in Chapter 19, Sections 9, 16 and 31-37 of the Companies Act do not apply. Act (2010:2075).Section 6 /Enters into force I:2026-12-05/ A securities company that has authorisation to conduct securities business under Chapter 2, Section 1, item 3 or 7 may, despite the restrictions in Chapter 19, Sections 7 and 14 of the Companies Act (2005:551), acquire own shares and shares in parent companies to facilitate such business. However, this applies only to shares that are admitted to trading on a regulated market, a corresponding market outside the EEA or an MTF platform.The holding of such shares as specified in the first paragraph may not exceed five percent of all shares in any of the companies.For shares that have been acquired with support of the first paragraph, the provisions in Chapter 19, Sections 9, 16 and 31-37 of the Companies Act do not apply. Act (2026:784).Section 7 Has been repealed by Act (2014:985).Section 8 Has been repealed by Act (2014:985).Section 9 Has been repealed by Act (2014:985).

Holding of property to protect a claim

Section 10 To protect its own claim, a securities company may

1. at public auction, on a regulated market or a corresponding market outside the EEA, on a trading platform or at executive sale, purchase property that is distrained or constitutes security for the claim, and

2. if there are reasons to assume that the company would otherwise suffer substantial loss, as payment for a claim take over property that constitutes security for the claim or other property.Section 11 The property that a securities company has acquired under Section 10 shall be disposed of as soon as it is appropriate and no later than when it can be done without loss for the securities company. If the property has not been disposed of within three years from the acquisition, authorisation from the Swedish Financial Supervisory Authority is required for continued holding.Section 12 What is stated in Section 11 does not apply to own shares or shares in parent companies. For acquisition of such shares, the provisions in Chapter 19 of the Companies Act (2005:551) apply.

Authorisation for acquisition of property in certain cases

Section 13 A securities company may only, after authorisation from the Swedish Financial Supervisory Authority, acquire property in cases other than those specified in Sections 3-6 if the company's consideration corresponds to more than 25 percent of its own funds. Authorisation shall be obtained before the acquisition.Authorisation shall be granted if it cannot be assumed that the acquisition leads to a violation of this Act or other statutes.

Swedish securities institutions that are not securities companies

Section 14 What is stated in Sections 3-6 regarding securities companies shall also apply in respect of Swedish securities institutions that are not securities companies.

Chapter 8. Business rules

Introductory provisions

Section 1 Of the provisions on securities institutions in this chapter, only what is stated in Sections 15-20 and 32 shall apply to foreign companies that conduct securities business in Sweden under Chapter 4, Section 1, first paragraph, item 1.What is stated in Section 15 does not apply to transactions carried out between the participants on an MTF platform according to the rules that apply to the platform or in the relationship between the participants and the securities institution that operates the platform. Act (2025:316).Section 1 a For a small and non-interconnected securities company, Section 4, first or third paragraph, Sections 4 c, 5, 6, 7 or 8 or the special requirements for an independent assessment of solvency and liquidity that follow from Section 3 do not apply.The Swedish Financial Supervisory Authority may, however, decide that Section 3 and Section 4, third paragraph, shall apply to a small and non-interconnected securities company.The exemption in the first paragraph shall begin to apply when the securities company during a continuous six-month period has met the criteria for being considered a small and non-interconnected securities company. Act (2021:480).Section 1 b If a securities company no longer meets the criteria for being considered a small and non-interconnected securities company, the company shall promptly notify the Swedish Financial Supervisory Authority and within 12 months begin to apply the provisions specified in Section 1 a, first paragraph. Act (2021:480).Section 1 c The securities companies referred to in Chapter 1, Section 2, first paragraph, items 7 c-g of the Act (2014:968) on special supervision of credit institutions and securities companies shall apply Chapter 6, Sections 1-3 and 4-7 of the Act (2004:297) on banking and financing operations, instead of Chapter 8, Sections 3-8 of this Act. For a person who is a member of the board of such a securities company or is its managing director, or is a deputy for any of them, Chapter 15, Sections 1 a-1 c and 8 a-9 d of the Act on banking and financing operations shall apply. What is stated in the Banking and Financing Business Act about credit institutions shall apply to securities companies. The companies referred to in Chapter 1, Section 2, first paragraph, item 7 g of the Act on Special Supervision of Credit Institutions and Securities Companies shall, in addition to the provisions of the first paragraph, apply Chapter 3, Section 2, first paragraph, items 4 and 5, Sections 4 a and 4 b, Chapter 10, Sections 6 and 8 a–8 c, Chapter 13, Section 3 and Chapter 15, Section 8 of the Banking and Financing Business Act instead of Chapter 3, Section 1, items 5 and 6 and Section 5, second paragraph, Chapter 8, Sections 8 b–8 d, Chapter 23, Section 2 and Chapter 25, Section 9 of this Act. For a person who is a member of the board of such a securities company or is its managing director, or is a deputy for any of them, Chapter 15, Section 1, third
paragraph and Section 2 a of the Banking and Financing Business Act shall apply. What is stated in the Banking and Financing Business Act about credit institutions shall apply to securities companies. Companies referred to in Chapter 1, Section 2, first paragraph, items 7 c and g of the Act on Special Supervision of Credit Institutions and Securities Companies shall apply the Supervision Regulation instead of the Securities Companies Regulation. What is stated in the Supervision Regulation about credit institutions shall then apply to securities companies.

Act (2026:1066). Section 1 d A securities company referred to in Chapter 1, Section 2, first paragraph, item 7 g of the Act (2014:968) on Special Supervision of Credit Institutions and Securities Companies may apply to the Swedish Financial Supervisory Authority to be exempted from the requirements in Section 1 c. In its assessment, the Authority shall apply Article 8a.3a, second paragraph of the Capital Requirements Directive. Before the Swedish Financial Supervisory Authority adopts a decision on an exemption, the European Banking Authority shall be given the opportunity to submit comments within one month. A decision under the first paragraph shall be reviewed every three years. Act (2026:1066). Section 2 In the case of sales and advice to customers concerning structured deposits, Section 1, first paragraph, Sections 8 e, 9 and 12–16, Chapter 6, Chapter 9, Section 1, Section 2, first paragraph and Sections 3–12, 14–17, 20–29, 38, 47 and 49, Chapter 23 and Chapter 25 shall apply.

Act (2017:679).

Requirements on the organisation of the business, etc.

Solvency and liquidity

Section 3 The business of a securities company shall be conducted in such a way that the company's ability to fulfil its obligations is not jeopardised.

Risk management

Section 4 A securities company shall identify, measure, manage, internally report and have control over the risks to which the company is or may become exposed or which the company exposes or may expose others to. The company shall ensure that it has satisfactory internal control. Such securities companies as are referred to in Chapter 8 a, Section 1 shall also prepare a recovery plan or group recovery plan in accordance with the same Chapter. A securities company shall in particular ensure that its business risks, customer risks, market risks and other risks, taken together, do not entail that its ability to fulfil its obligations is jeopardised. In order to meet this requirement, the company shall have methods that make it possible to continuously assess and maintain capital that, in amount, type and distribution, is sufficient to cover the nature and level of the risks to which the company is or may become exposed or which the company exposes or may expose others to. The company shall evaluate these methods to ensure that they are comprehensive. A securities company shall, on the basis of the methods referred to in the third paragraph, determine sufficient levels of own funds.

Act (2021:480).

Reporting of infringements

Section 4 a A securities company shall provide appropriate reporting systems for employees who wish to report suspected infringements of provisions applicable to the business. Act (2018:328). Section 4 b An employee of a securities company who has reported suspected infringements of provisions applicable to the business to the Swedish Financial Supervisory Authority may not be held liable for having breached any duty of confidentiality, if the reporter had reason to assume that an infringement had occurred. The same applies if an employee has reported through the reporting system referred to in Section 4 a. Act (2016:895).

Remuneration systems

Section 4 c A securities company shall have a remuneration system that promotes sound and effective risk management. Act (2021:480).

Transparency

Section 5 The business of a securities company shall be organised and conducted in such a way that the company's structure, chains of responsibility, relationships with other companies and position can be surveyed.

Act (2021:480).

Proportionality

Section 6 The provisions in Sections 3–5 shall be applied in proportion to the nature and scope of the securities company's activities and their degree of complexity.

Responsibility of the board of directors and the managing director

Section 7 The board of directors of a securities company is responsible for ensuring that the requirements in Sections 3–5 are met. Section 8 The board of directors of a securities company shall ensure that there are written internal guidelines and instructions to the extent necessary to meet the requirements in Sections 3–6 and otherwise to govern the business. These guidelines and instructions shall be evaluated and reviewed regularly. Section 8 a The obligation under Chapter 8, Section 46 a of the Companies Act (2005:551) for the board of directors of a public limited company to annually adopt written rules of procedure for its work also applies to the board of directors of a securities company that is a private limited company. The same applies to the obligation under Chapter 8, Section 46 b of the same Act for the board of a public limited company to specify in written instructions the division of work between the company's bodies. The chairman of the board shall ensure that the board fulfils the duties specified in this section. Act (2014:554). Section 8 b A person who is a member of the board of a securities company or is its managing director may, in addition to this assignment, hold the number of assignments as board member or managing director in other companies that is deemed appropriate with regard to the circumstances in the individual case and to the nature, scope and complexity of the company's operations. If a securities company is significant in terms of size, internal organisation and the nature, scope and complexity of its operations, a board member or managing director may only hold one of the following combinations of assignments:

1. one assignment as managing director and two assignments as board member, or

2. four assignments as board member. Act (2014:985). Section 8 c When applying Section 8 b, second paragraph,

1. assignments within the same group or in companies in which the securities company has a qualifying holding shall be counted as a single assignment, and

2. assignments in operations and organisations that do not mainly have a commercial purpose shall not be taken into account. If the board member represents the Swedish state, Section 8 b, second paragraph, does not apply. A board member or managing director in a securities company that is significant may, after permission from the Financial Supervisory Authority, have an additional assignment as board member beyond those specified in Section 8 b, second paragraph, items 1 or 2. Act (2014:985). Section 8 d A person who is a board member or managing director in a securities company shall set aside sufficient time to be able to perform his or her assignment. Act (2014:985). Section 8 e The board of a securities institution shall

1. establish and monitor

a) the implementation of governance arrangements that ensure responsible management of the institution, where a distinction shall be made between functions within the organisation and the prevention of conflicts of interest in a manner that promotes market integrity and the interests of customers,

b) the institution's organisation with regard to the provision of investment services and the performance of investment activities,

c) a policy regarding services, activities and products that the institution offers or provides in accordance with the institution's risk tolerance and the characteristics and needs of the institution's customers, and

d) a policy for remuneration to persons who participate in the provision of services to customers, which shall aim to promote responsible business practices and fair treatment of customers and to avoid conflicts of interest in relations with customers, and

2. monitor and regularly

a) assess the appropriateness and implementation of the institution's strategic objectives in the provision of investment services and the performance of investment activities and ancillary services,

b) assess the effectiveness of the institution's governance arrangements,

c) assess the appropriateness of the strategies concerning the provision of services to customers, and

d) take appropriate measures to remedy any deficiencies. The board shall have access to the information required to oversee and monitor the managing director's decision-making. Act (2017:679).

Variable remuneration

Section 8 f The variable remuneration to an employee whose function or total remuneration level means that he or she may have a significant impact on a securities company's risk profile may not exceed the fixed remuneration.

Act (2017:679).

Internal guidelines, procedures and systems etc.

Section 9 A securities institution shall establish and apply the guidelines and procedures required for the institution's board, the employees of the institution and the institution's tied agents to comply with the rules applicable to the operations. The institution shall also establish and apply rules for these persons' own transactions with financial instruments. Section 10 A securities institution shall have sufficient systems, resources and procedures for the institution to be able to provide investment services and perform investment activities continuously and regularly. Information and communication technology systems shall meet the requirements of Regulation (EU)

2022/2554 of 14 December 2022 on digital operational resilience for the financial sector and amending Regulations (EC) No 1060/2009, (EU) No 648/2012, (EU) No 600/2014, (EU) No 909/2014 and (EU) 2016/1011. A securities institution shall have sound protection mechanisms to, in accordance with the requirements of Regulation (EU) 2022/2554 of the European Parliament and of the Council, ensure protection and authentication in information transfer and to minimise the risk of data corruption and unauthorised access to the information. Act (2024:1285). Section 11 A securities institution shall

1. apply sound procedures for

a) management of the operations, and

b) accounting,

2. have procedures for internal control, and

3. have effective methods for risk assessment. Act (2024:1285).

Conflicts of interest

Section 12 A securities institution shall establish and apply effective organisational and administrative arrangements so that all reasonable measures are taken to prevent customers' interests from being adversely affected by conflicts of interest. Act (2017:679).

Product governance

Section 13 A securities institution that produces financial instruments for sale to customers shall establish, apply and review a process for the approval of each financial instrument and each significant change to existing instruments before they are marketed or distributed to customers (product approval). The product approval process shall specify a defined target market of end customers for a financial instrument and ensure that all relevant risks for the target market are assessed and that the intended distribution strategy is compatible with the target market. The securities institution shall regularly review the financial instruments that the institution offers or markets, taking into account all events that could materially affect the potential risk for the defined target market, in order to assess whether the product is still compatible with the needs of the defined target market and whether the intended distribution strategy is still appropriate.

Act (2017:679). Section 14 If a securities institution that produces financial instruments engages another party to distribute these, the institution shall provide that party with all appropriate information about the instruments and the product approval process, including the defined target market for them. If a securities institution offers or recommends financial instruments that it does not itself produce, the institution shall have adequate arrangements to obtain such information as referred to in the first paragraph and to understand the characteristics of the instruments and the defined target market for them. Act (2017:679). Section 14 a The requirements in Section 13 and Section 14, first paragraph, do not apply if

1. the investment service provided relates to bonds without any embedded derivative other than a make-whole clause, or

2. the financial instruments are marketed or distributed exclusively to eligible counterparties. Act (2021:967).

Competence requirements

Section 15 A securities institution shall ensure and, upon request by the Swedish Financial Supervisory Authority, be able to demonstrate that the persons who provide investment advice or information about financial instruments, investment services or ancillary services have the knowledge and competence required for the institution to fulfil its obligations under this Act. Act (2017:679).

Documentation of services performed

Section 16 A securities institution shall document all investment activities and all investment services, ancillary services and transactions that it has carried out. The documentation shall be made in such a way that the Swedish Financial Supervisory Authority has the possibility to monitor that the institution has observed the requirements in this Act and the regulation on markets for financial instruments as well as in regulations issued with support of the Act. The documentation shall also be made in such a way that the Swedish Financial Supervisory Authority has the possibility to monitor that the market abuse regulation is complied with. Act (2017:679). Section 17 The documentation according to Section 16 shall include

1. recording of telephone conversations or preservation of electronic communication relating to transactions carried out in trading for own account and the provision of services relating to the receipt, forwarding and execution of orders on behalf of customers, and

2. telephone conversations and electronic communication that are intended to lead to such a transaction being carried out or such an investment service being provided. In order to fulfil the requirements in the first paragraph, the securities institution shall take all reasonable measures to record all telephone conversations and preserve all electronic communication that is made, sent or received with equipment that the institution provides to an employee or subcontractor or that the institution accepts or permits an employee or subcontractor to use.

Act (2017:679). Section 18 A securities institution shall inform its customers that telephone conversations or electronic communication between the institution and customers that lead or may lead to transactions will be recorded or preserved. The information shall be provided before any investment services are provided. The securities institution may not by telephone or via electronic communication provide the investment services receipt and forwarding of orders or execution of orders to customers who have not been informed according to the first paragraph. The securities institution shall take all reasonable measures to prevent an employee or subcontractor from conducting telephone conversations or electronic communication that is to be recorded or preserved according to Section 17 with equipment that does not belong to the institution and that makes it impossible for the institution to document or copy the telephone conversation or the electronic communication. Act (2017:679). Section 19 If a securities institution receives an order from a customer in a manner other than by telephone, the institution shall document the order on a durable medium. Act (2017:679). Section 20 A securities institution shall save documentation according to Sections 17 and 19 for at least five years or the longer period, up to seven years, specified in regulations issued with support of the Act. The securities institution shall upon request provide the documentation to the customers concerned. Act (2017:679).

Principles for shareholder engagement

Section 20 a A Swedish securities institution that, when providing portfolio management, invests in shares that are admitted to trading on a regulated market and that have been issued by a company within the EEA, shall adopt principles for its shareholder engagement in respect of such shares. The principles shall state how the securities institution integrates shareholder engagement into its investment strategy. The principles shall describe how the securities institution

1. monitors relevant issues concerning companies in which it invests (portfolio companies), including the companies' strategy, financial and non-financial results and risks, capital structure, social and environmental impact and corporate governance,

2. conducts dialogues with representatives of portfolio companies,

3. exercises voting rights and other rights attached to the shareholding,

4. cooperates with other shareholders,

5. communicates with relevant stakeholders in portfolio companies, and

6. manages actual and potential conflicts of interest.

Act (2019:289). Section 20 b A securities institution that according to Section 20 a shall adopt principles for its shareholder engagement shall each year report on how the principles have been applied. The report shall contain

1. a general description of the securities institution's voting behaviour in the portfolio companies,

2. an explanation of the most important votes, and

3. information on which issues the securities institution has used advice or voting recommendations from a voting advisor. The report shall also show how the securities institution has voted at the portfolio companies' general meetings. However, votes that are insignificant due to the subject matter or the size of the shareholding need not be reported.

Act (2019:289). Section 20 c A securities institution may refrain from fulfilling one or more of the requirements in Sections 20 a and 20 b, if the institution clearly states the reasons for it. Act (2019:289). Section 20 d /Ceases to apply U:2030-01-10/ The principles for shareholder engagement under Section 20 a, the annual report under Section 20 b and information under Section 20 c shall be made available free of charge on the securities institution's website. If the securities institution does not have its own website, the information may be made available on another website that can be easily accessed.

Act (2019:289). Section 20 d /Enters into force I:2030-01-10/ The principles for shareholder engagement under Section 20 a, the annual report under Section 20 b and information under Section 20 c shall be made available free of charge on the securities institution's website. If the securities institution does not have its own website, the information may be made available on another website that can be easily accessed. The information shall also be provided to the Swedish Financial Supervisory Authority.

Act (2026:634).

Market surveillance

Section 21 A securities institution that is authorised to operate a trading platform or that otherwise organises trading in financial instruments under Chapter 2, Section 1, item 1 shall

1. monitor trading and price formation,

2. ensure that trading is conducted in accordance with the institution's rules, this Act, other regulations and good practice on the securities market, and

3. be able to detect system disruptions. The securities institution shall, at the request of the Swedish Financial Supervisory Authority, give the authority access to its system for monitoring trading and price formation. The securities institution shall immediately notify the Swedish Financial Supervisory Authority of

1. significant breaches of the trading rules,

2. improper market conditions,

3. behaviours that may indicate breaches of the Market Abuse Regulation, and

4. system disruptions. Act (2017:679). Section 21 a New designation through Act (2017:679).

Outsourcing agreements

Section 22 A securities institution may assign to another party to perform certain work and certain functions that are of material importance to the business, if the institution is responsible for

1. the business being conducted by the assignee under controlled and security-wise satisfactory forms, and

2. the assignment not materially deteriorating the quality of the institution's internal control and the Swedish Financial Supervisory Authority's ability to monitor that the institution complies with the rules applicable to the business. If an outsourcing agreement under the first paragraph entails a material change in the conditions for the securities institution's authorisation to conduct securities business, the institution shall notify this to the Swedish Financial Supervisory Authority and at the same time provide an account of the scope of the assignment. Act (2017:679). Section 22 a New designation through Act (2017:679). Section 22 b New designation through Act (2017:679).

Algorithmic trading

General requirements

Section 23 A securities institution that conducts algorithmic trading shall have effective systems and risk controls that are adapted to that business. The systems and controls shall ensure that the institution's trading systems are resilient and have sufficient capacity in accordance with the requirements in Chapter II of Regulation (EU)

2022/2554, that they are subject to appropriate trading thresholds and trading limits and that they prevent erroneous orders from being sent or the system from otherwise functioning in a way that can create or contribute to a disorderly market. The securities institution shall also have effective systems and measures for risk control to ensure that the trading systems cannot be used for any purpose that is contrary to the Market Abuse Regulation or to the rules of a trading venue to which the institution is connected. The securities institution shall have established effective arrangements for the continuous operation of the business to handle operational disruptions in its trading systems, including an ICT continuity policy and ICT continuity plans as well as ICT-related incident and recovery plans for information and communication technology established in accordance with Article 11 of Regulation (EU) 2022/2554 of the European Parliament and of the Council. The institution shall ensure that the systems are fully tested and appropriately monitored to ensure that they meet the requirements in the first and second paragraphs and the requirements in Chapters II and IV of the same Regulation. The securities institution shall document the measures it has taken under the first to third paragraphs so that the Swedish Financial Supervisory Authority has the opportunity to monitor that the institution has complied with this Act. Act (2024:1285). Section 24 A securities institution that conducts algorithmic trading shall report this to the Swedish Financial Supervisory Authority and to the competent authority that exercises supervision over the trading venue.

Act (2017:679).

Special requirements for high-frequency trading

Section 25 A securities institution that applies a technique for algorithmic high-frequency trading shall preserve accurate and chronological records of all its placed orders, executed orders and quotes on trading venues. The institution shall, at the request of the Swedish Financial Supervisory Authority, make the records available to the authority. Act (2017:679).

Special requirements for market-making strategy

Section 26 For an investment firm that trades for its own account as a participant on one or more trading venues and has a strategy that includes submitting firm, simultaneous buy and sell quotes of comparable size at competitive prices regarding one or more financial instruments on a single trading venue or different trading venues so that liquidity is regularly and continuously provided to the overall market (market making strategy), Section 27 applies. Act (2017:679). Section 27 An investment firm that conducts algorithmic trading as part of a market making strategy shall

1. carry out this market making strategy continuously during a determined proportion of the trading venue's trading hours, except under exceptional circumstances, so that the trading venue is provided with liquidity in a regular and predictable manner,

2. enter into a binding written agreement with the operator of the trading venue that at least specifies the firm's obligations under 1, and

3. have implemented effective systems and controls that ensure that the firm always fulfils its obligations under the agreement referred to in 2. The requirements in the first paragraph apply taking into account the liquidity, scale and nature of the specific market and the characteristics of the financial instruments traded on the market. Act (2017:679).

Direct electronic access

Section 28 An investment firm that provides direct electronic access to a trading venue shall have established effective systems and controls that ensure that

1. the suitability of clients using the service is assessed and reviewed in an appropriate manner,

2. clients using the service are prevented from exceeding pre-set trading and credit thresholds,

3. trading conducted by clients using the service is monitored in an appropriate manner, and

4. appropriate risk control prevents trading that may create risks for the firm itself or that could create or contribute to a disorderly market or be contrary to the Market Abuse Regulation or the rules applicable to the trading venue. Act (2017:679). Section 29 An investment firm that provides direct electronic access shall ensure that clients using the service meet the requirements of this Act and comply with the rules of the trading venue. The investment firm shall monitor transactions in order to be able to detect infringements of this Act, unfair market conditions or conduct that may constitute market abuse and that shall be reported to the Financial Supervisory Authority. The investment firm shall ensure that there is a binding written agreement between the firm and the client regarding the main rights and obligations arising from the provision of the service and that the firm under the agreement remains responsible under this Act. Act (2017:679). Section 30 An investment firm that provides direct electronic access shall notify this to the Financial Supervisory Authority and to the competent authority that exercises supervision over the trading venue. Act (2017:679). Section 31 An investment firm that provides direct electronic access shall document the measures it has taken to comply with the requirements in Sections 28 and 29 so that the Financial Supervisory Authority has the possibility to monitor that the firm has complied with this Act. Act (2017:679).

Notification obligation for systematic internalisers

Section 32 If an investment firm is a systematic internaliser, it shall notify the Financial Supervisory Authority of this. Act (2017:679). Section 33 Has been repealed by Act (2025:316).

Clearing member for other persons

Section 34 An investment firm that is a clearing member for other persons shall have established effective systems and controls to ensure that clearing services are applied only to persons who are suitable and meet clear criteria and that appropriate requirements are imposed on these persons in order to reduce the risks for the firm and for the market. The investment firm shall ensure that there is a binding written agreement between the firm and the person regarding the main rights and obligations arising from the provision of the service. Act (2017:679).

Authorisations

Section 35 /Ceases to apply U:2030-01-10/ The Government or the authority determined by the Government may issue regulations on

1. what measures a securities company shall take to meet the requirements on solvency and liquidity, risk management, remuneration systems and transparency as well as guidelines and instructions referred to in Sections 3-8,

2. securities companies' diversity policy when appointing the board as well as resources for introduction and training of board members,

3. the guidelines, rules and procedures an investment firm shall establish and apply under Section 9,

4. what an investment firm shall observe in order to fulfil the obligations in Section 11,

5. the processes for product approval and review an investment firm shall have under Section 13,

6. the information an investment firm shall provide under Section 14 first paragraph,

7. the arrangements an investment firm shall have in order to obtain information and to understand the characteristics of financial instruments and the identified target market for the instruments under Section 14 second paragraph,

8. the arrangements an investment firm that distributes financial instruments shall have for the selection of financial instruments and services offered or recommended to clients,

9. the requirements for assessment of knowledge and competence under Section 15,

10. documentation under Section 16 and how long documentation shall be kept under Section 20, and

11. monitoring of trading and price formation under Section 21.

Act (2024:1285). Section 35 /Enters into force I:2030-01-10/ The Government or the authority determined by the Government may issue regulations on

1. what measures a securities company shall take to meet the requirements on solvency and liquidity, risk management, remuneration systems and transparency as well as guidelines and instructions referred to in Sections 3-8,

2. the securities company's diversity policy when appointing the board and resources for the introduction and training of board members,

3. the guidelines, rules and procedures a securities institution shall establish and apply according to Section 9,

4. what a securities institution shall observe in order to fulfil the obligations in Section 11,

5. the processes for product approval and review a securities institution shall have according to Section 13,

6. the information a securities institution shall provide according to Section 14, first paragraph,

7. the arrangements a securities institution shall have in order to obtain information and to understand the characteristics of financial instruments and the identified target market for the instruments according to Section 14, second paragraph,

8. the arrangements a securities institution that distributes financial instruments shall have for the selection of financial instruments and services offered or recommended to customers,

9. the requirements for assessment of knowledge and competence according to Section 15,

10. the information that shall be provided to the Swedish Financial Supervisory Authority according to Section 20 d,

11. documentation according to Section 16 and how long documentation shall be kept according to Section 20, and

12. monitoring of trading and price formation according to Section 21.

Act (2026:634).Section 36 New designation through Act (2017:679).Section 37 New designation through Act (2017:679).Section 38 New designation through Act (2017:679).Section 39 New designation through Act (2017:679).Section 40 New designation through Act (2017:679).Section 41 New designation through Act (2017:679).Section 42 New designation through Act (2017:679).

Chapter 8 a. Recovery plans

Definition

Section 1 In this chapter, securities company means a securities company according to Chapter 2, Section 1 of the Act (2015:1016) on resolution. Act (2015:1032).

Preparation of a recovery plan

Section 2 A securities company shall prepare a recovery plan and, when necessary, update it. The company's board shall approve the recovery plan. It shall thereafter, at the time determined by the Swedish Financial Supervisory Authority, be submitted to the authority. A securities company that is subject to group-based supervision together with other group companies within the EEA is not covered by the obligation according to the first and second paragraphs. Act (2015:1032).

Preparation of a group recovery plan

Section 3 A securities company that is part of a group that is subject to group-based supervision shall be covered by a group recovery plan that is prepared and updated by the parent company within the EEA. Such a company shall prepare an individual recovery plan if the Swedish Financial Supervisory Authority so decides. For a cross-border group, such a decision shall be made according to Section 9 or 10. A group recovery plan shall identify measures that may become necessary to take at the level of the parent company within the EEA and in an individual subsidiary that is covered by the group-based supervision. The parent company's board shall approve the plan. It shall thereafter, at the time determined by the Swedish Financial Supervisory Authority, be submitted to the authority. For a cross-border group, the plan shall instead be submitted to the coordinating supervisory authority. If the Swedish Financial Supervisory Authority is the coordinating supervisory authority, the authority shall send the plan to the relevant competent authorities and resolution authorities. If a parent company has neglected its obligations according to this section, the Swedish Financial Supervisory Authority shall intervene according to Chapter 25. Act (2015:1032).

Requirements for a recovery plan

Section 4 The content of a recovery plan and a group recovery plan shall show that

1. the measures identified can reasonably be expected to lead to the securities company or the group being able to preserve or restore its financial position and viability, and

2. the plan and the measures identified in it can reasonably be expected to be implemented quickly and effectively in the event of financial stress and without leading to a serious disturbance in the financial system. A recovery plan and a group recovery plan shall contain the additional information that appears from regulations issued with support of Section 13 or technical standards decided by the European Commission according to Article 5.10 of the crisis management directive. The measures identified in a recovery plan and a group recovery plan may not lead to the emergence of substantial obstacles to reconstructing or winding up a securities company or, where applicable, another group company covered by the plan. Act (2015:1032).

Substantial deficiencies or obstacles in a plan

Section 5 The Swedish Financial Supervisory Authority shall review a recovery plan in order to assess whether it fulfils the requirements in Section 4. The review shall be made after consultation with competent authorities in the EEA countries where there is a significant branch. The Swedish National Debt Office shall be given the opportunity to review the plan in order to identify any measures in the plan that could negatively affect the securities company's possibility of resolution and to submit recommendations to the Swedish Financial Supervisory Authority. How the review and assessment of a group recovery plan for a cross-border group shall be carried out appears from Sections 9-12. The provisions in Sections 6-8 on securities companies also apply to parent companies within the EEA that are not securities companies, if the review concerns a group recovery plan. Act (2015:1032). Section 6 The Swedish Financial Supervisory Authority shall notify the securities company of the outcome of the review. If the Swedish Financial Supervisory Authority finds substantial deficiencies in a recovery plan or substantial obstacles to implementing the measures in the recovery plan, the authority shall notify the securities company of which substantial deficiencies or obstacles the authority identifies and give the company the opportunity to comment on the assessment. If the securities company's comments do not lead to the authority changing its assessment, the authority shall order the company to submit, within two months, an amended plan that remedies the deficiencies or obstacles that the authority has identified. At the securities company's request, the Swedish Financial Supervisory Authority may decide to extend this period by an additional month. Act (2015:1032). Section 7 If a securities company does not comply with the Authority's injunction or if the changes made by the securities company do not eliminate the material deficiencies or obstacles, the Swedish Financial Supervisory Authority shall

1. order the securities company to make concrete changes to the recovery plan in order to eliminate the material deficiencies or obstacles, or

2. if such changes cannot adequately address the deficiencies or obstacles, order the securities company to identify what changes to its business operations it can make to eliminate the material deficiencies or obstacles. Act (2015:1032). Section 8 If the Swedish Financial Supervisory Authority, after an injunction under Section 7, assesses that there are no longer material deficiencies in a recovery plan or material obstacles to implementing the plan, the Authority shall notify the company of this. If, despite an injunction under Section 7, there are still material deficiencies in a recovery plan or material obstacles to implementing the plan, the Swedish Financial Supervisory Authority may order the securities company to

1. reduce the risk profile of the company, including liquidity risk,

2. enable capitalization measures in a timely manner,

3. review the company's strategy and structure,

4. make changes to the financing strategy to strengthen the resilience of core business areas and critical operations, or

5. make changes to the company's governance structure. When assessing which measures are necessary and proportionate, consideration shall be given to how serious the deficiencies and obstacles are and the effect that the measures would have on the securities company's business operations. Act (2015:1032).

Deviation from a plan

Section 8 a If it is appropriate given the circumstances, a securities company or parent company within the EEA may deviate from a recovery plan or a group recovery plan by

• taking a measure before the time when the measure is to be taken according to the plan, or

• refraining from the measure. If a securities company or parent company within the EEA makes such a deviation from a plan, the company's or parent company's board of directors shall approve the deviation. The Swedish Financial Supervisory Authority shall be notified in writing without delay that a deviation from a plan is made. If a parent company within the EEA has neglected its obligations under this section, the Swedish Financial Supervisory Authority shall intervene in accordance with Chapter 25. Act (2018:1399).

Agreements on a group recovery plan for a cross-border group

Section 9 When the Swedish Financial Supervisory Authority is the coordinating supervisory authority, the Authority shall ensure that consultation takes place with such competent authorities as referred to in Article 48 of the securities companies directive or Article 116 of the capital adequacy directive and the authorities responsible for significant branches. Within four months from the Swedish Financial Supervisory Authority or another coordinating supervisory authority having submitted a group recovery plan to the authorities specified in Section 3, third paragraph, the Authority shall try to agree with competent authorities included in the supervisory college for the group on

1. the review and assessment of the group recovery plan,

2. whether a recovery plan is to be drawn up for an individual securities company or a foreign securities firm included in the group, and

3. the application of measures referred to in Article 6.5 and 6.6 of the crisis management directive to address material deficiencies in the plan or material obstacles to implementing it. If the authorities reach an agreement, the Swedish Financial Supervisory Authority shall, in accordance with the agreement, make the decisions necessary.

Act (2021:480). Section 10 If an agreement has not been reached within four months, the Swedish Financial Supervisory Authority shall, in its capacity as coordinating authority, decide on

1. the review and assessment of the group recovery plan,

2. whether a recovery plan is to be drawn up for an individual securities company in the group that is under the Authority's supervision, and

3. measures that the parent company within the EEA or a securities company under the Authority's supervision shall take to address material deficiencies in the plan or material obstacles to implementing it. If the Swedish Financial Supervisory Authority is not the coordinating authority, the Authority shall alone decide in accordance with the first paragraph, items 2 and 3, regarding securities companies in the group that are under the Authority's supervision. When the Swedish Financial Supervisory Authority makes decisions on the group recovery plan in accordance with the first paragraph, items 1 and 3, the Authority shall take into account the views and reservations of the other competent authorities. Act (2015:1032). Section 11 If one or more of the competent authorities within four months from the Swedish Financial Supervisory Authority or another coordinating supervisory authority having submitted the recovery plan in accordance with Section 9, second paragraph, has referred the matter to the European Banking Authority in accordance with Article 19 of Regulation (EU) No 1093/2010 of 24 November 2010 establishing a European Supervisory Authority (European Banking Authority), amending Decision No 716/2009/EC and repealing Commission Decision 2009/78/EC, as amended by Regulation (EU) 806/2014 of the European Parliament and of the Council, the Authority shall postpone its decision under Section 10 by one month and await the decision that the European Banking Authority may make under Article 19.3 of the same regulation. The Swedish Financial Supervisory Authority shall comply with a decision on the matter from the European Banking Authority. If the European Banking Authority has not taken a decision within one month, the supervisory authority may take a decision pursuant to Section 10. The Swedish Financial Supervisory Authority may not refer a matter to the European Banking Authority after the four-month period has expired or an agreement has been reached. The Swedish Financial Supervisory Authority may refer a matter to the European Banking Authority only if it concerns

1. the assessment of the group recovery plan, or

2. such measures as are specified in Section 8, second paragraph, 1, 2 or

4. Act (2015:1032).12 § A decision pursuant to Section 9 taken by a foreign competent authority following an agreement with the competent authorities or because the competent authorities have not reached agreement within the time limits specified in Section 9 shall apply in Sweden. Act (2015:1032).

Empowerment

13 § The Government or the authority designated by the Government may issue regulations on the content of a recovery plan pursuant to Section 2 and a group recovery plan pursuant to Section 3, when the plans are to be drawn up and how often they are to be updated.

Act (2015:1032).

Chapter 8 b. Agreements on intragroup financial support

Definitions

1 § In this Chapter

1. financial support means monetary loans, the provision of a guarantee, the provision of security or a combination of these forms of support, and

2. intragroup financial support means financial support provided by one undertaking to another in the same group when the receiving undertaking fulfils the conditions for intervention pursuant to Chapter 25, Section 2 b. Act (2015:1032).

Who may enter into agreements on intragroup financial support

2 § An agreement on intragroup financial support may be entered into between, on the one hand, a parent undertaking in a Member State, a parent undertaking within the EEA, a financial holding company, a mixed financial holding company, a mixed activity holding company established within the EEA or a securities undertaking holding company, and, on the other hand, a subsidiary undertaking. An undertaking specified in the first paragraph that fulfils the conditions for intervention pursuant to Chapter 25, Section 2 b may not enter into an agreement on intragroup financial support.

Act (2021:480).

Authority's approval of agreements on financial support

3 § Before an agreement on intragroup financial support is entered into, an application for approval of the agreement shall be made to the Swedish Financial Supervisory Authority, if the supervisory authority is the competent authority for the group to which the agreement relates. The Swedish Financial Supervisory Authority shall promptly provide information about the application to the competent authorities for each party to the agreement. The parent undertaking within the EEA is responsible for making the application.

Act (2015:1032).4 § The Swedish Financial Supervisory Authority shall approve an agreement on intragroup financial support if the support

1. significantly relieves the financial difficulties of the undertaking receiving it,

2. is intended to preserve or restore the financial stability of the group as a whole or of any of the undertakings within the group, and

3. does not jeopardise the financial stability in one or more countries within the EEA, in particular in the country where the supporting undertaking is located. In addition, the following requirements shall be fulfilled with regard to the supporting undertaking:

1. It can be assumed that the remuneration for the support will be paid and, if it concerns a loan, that the principal amount will also be repaid. If the support is given in the form of a guarantee or other kind of security, the same conditions shall apply to the debt that arises if the guarantee or security is called upon.

2. The financial support is given on such terms that the interests of the supporting undertaking are favoured.

3. The liquidity or solvency of the supporting undertaking is not jeopardised as a result of the provision of the financial support.

4. The supporting undertaking fulfils the requirements applicable to capital base and liquidity in the Securities Undertakings Directive or the Capital Requirements Directive as well as the other requirements applicable pursuant to Article 40 of the Securities Undertakings Directive or Article 104a of the Capital Requirements Directive at the time of the financial support.

5. The supporting undertaking fulfils the requirements applicable to large exposures.

6. The financial support does not result in the requirements specified in 4 or 5 not being fulfilled.

7. The possibility of resolution of the supporting undertaking is not jeopardised as a result of the financial support. The Swedish Financial Supervisory Authority may grant exemptions from the requirements in the second paragraph, 4 and 5. Act (2021:480).5 § The Swedish Financial Supervisory Authority shall submit each agreement approved by the supervisory authority, and amendments to such agreements, to the Swedish National Debt Office. Act (2015:1032).

The parties' approval of agreements on financial support

6 § Before a decision is taken to enter into an agreement on intragroup financial support, the general meeting or corresponding body in all undertakings that are parties to the agreement on intragroup financial support shall approve the agreement.

Act (2015:1032).7 § A decision pursuant to Section 6 shall contain an authorisation for the board of directors to decide on providing or receiving intragroup financial support. Act (2015:1032).8 § A decision by the board of directors of the supporting undertaking to provide intragroup financial support shall contain the following information:

1. the considerations that have been made,

2. the purpose for which the support is provided, and

3. how the support fulfils the requirements specified in Section 4.

Act (2015:1032).9 § The board of directors of the supported undertaking shall decide on the receipt of intragroup financial support.

Act (2015:1032).10 § The board of directors of an undertaking that is a party to an agreement on intragroup financial support shall report annually to the general meeting or corresponding body on the measures taken in connection with the agreement on such support that the general meeting or corresponding body has approved. Act (2015:1032).

Notification of the provision of support

11 § Before any intra-group financial support is provided, the board of the supporting undertaking shall make a notification to Finansinspektionen and the European Banking Authority.If Finansinspektionen is not the competent authority for the receiving undertaking, the board of the supporting undertaking shall also make a notification pursuant to the first paragraph to the competent authority for the receiving undertaking.A notification pursuant to the first paragraph shall also be made to the coordinating authority, if that authority is not at the same time the competent authority for the supporting or the receiving undertaking.If the supporting undertaking has failed to comply with its obligations under this section, Finansinspektionen shall intervene pursuant to Chapter 25. Act (2015:1032).12 § A notification pursuant to Section 11 shall contain the board's decision pursuant to Section 8 and a detailed description of the agreement on intra-group financial support to which the notification relates, as well as a copy of the agreement. Act (2015:1032).13 § Finansinspektionen shall decide to prohibit, restrict or approve intra-group financial support pursuant to a notification pursuant to Section 11, if the inspection is the competent authority for the supporting undertaking. Act (2015:1032).14 § A decision by Finansinspektionen to approve, prohibit or restrict the financial support shall be immediately notified to the coordinating supervisory authority, the competent authority for the receiving undertaking and the European Banking Authority. Act (2015:1032).15 § If Finansinspektionen has not made a decision pursuant to Section 13 within five working days, calculated from the day on which the inspection received a complete notification pursuant to Section 11, the support may be provided in accordance with the terms of the notified agreement. Act (2015:1032).

Publication of the agreement

16 § The board of each undertaking that has entered into an agreement on intra-group financial support shall publish that the undertaking has entered into such an agreement and who the parties to the agreement are. The board shall also publish an overview description of the contents of the agreement.The board shall update the published information at least once a year. Act (2015:1032).

Delegations of power

17 § The Government or the authority designated by the Government may issue regulations on

1. the content of an application for approval of an agreement on intra-group financial support pursuant to Section 3, first paragraph,

2. the content of a notification on the granting of intra-group financial support pursuant to Section 11,

3. what the decision made by the board of the supporting undertaking pursuant to Section 8 shall contain, and

4. the publication of information pursuant to Section 16.The Government may also issue regulations on Finansinspektionen's processing of an application for approval of an agreement on intra-group financial support pursuant to this Chapter and of a notification on the granting of such support.

Act (2015:1032).

Chapter 9. Conduct rules and investor protection rules

Introductory provisions

1 § A securities firm shall safeguard the interests of its clients when it provides investment services or ancillary services to them and shall act honestly, fairly and professionally. A securities undertaking shall also in other respects act in such a manner that public confidence in the securities market is maintained. Act (2017:679). 2 § Of the provisions on securities undertakings in this Chapter, only what is stated in sections 1, 10-30, 31-36, 38, 39, 47 and 48 shall apply to foreign companies conducting securities business in Sweden pursuant to Chapter 4, Section 1, first paragraph, 1. What is stated in sections 1, 10-12, 14-17, 20-29, 31-36, 38 and 39 does not apply to transactions carried out between participants on an MTF platform pursuant to the rules applicable to the platform or in the relationship between the participants and the securities undertaking operating the platform. Act (2025:316). 3 § A securities undertaking shall divide its clients into the categories professional client and non-professional client. A securities undertaking may treat certain professional clients as eligible counterparties. A securities undertaking shall establish internal rules and procedures for the classification of its clients. In sections 4 and 5 there are provisions on clients who may be treated as professional clients. In sections 7 and 8 there are provisions on clients who may be treated as eligible counterparties. Act (2021:967). 4 § A securities undertaking shall regard a client as a professional client if the client belongs to any of the following groups:

1. entities authorised to operate on the financial markets,

2. companies meeting at least two of the following three requirements

a) balance sheet total according to the balance sheet corresponding to at least 20 000 000 euro,

b) net turnover according to the income statement corresponding to at least 40 000 000 euro, and

c) own funds according to the balance sheet corresponding to at least 2 000 000 euro,

3. states, federal states, state and federal state authorities, public bodies for the management of the national debt, central banks and the European Central Bank as well as the European Investment Bank, the World Bank, the International Monetary Fund and other similar intergovernmental or supranational organisations, and

4. institutional investors other than those covered by 1-3 whose main activity is to invest in financial instruments, including companies engaged in the securitisation of assets or other financial transactions. Before a securities undertaking provides a service to a client referred to in the first paragraph, it shall inform the client that it will be regarded as a professional client and treated as such, unless the undertaking and the client agree otherwise. The securities undertaking shall inform the client of the possibility to request a change of the contractual terms in order to be treated as a non-professional client. If a client referred to in the first paragraph requests to be treated as a non-professional client, the securities undertaking may enter into a written agreement with the client whereby the client shall not be regarded as a professional client in certain respects. Act (2017:679). 5 § A securities undertaking may treat a client who does not belong to any of the groups in Section 4, first paragraph, as a professional client if the client has requested in writing from the securities undertaking to be treated as a professional client, either generally or in respect of a particular investment service or transaction or a certain type of transaction or product, and the client meets at least two of the following three requirements:

1. The client has carried out an average of at least ten transactions of significant size per quarter on the relevant market during the four immediately preceding quarters.

2. The value of the client's portfolio of financial instruments, defined as cash deposits and holdings of financial instruments, exceeds the equivalent of 500 000 euro.

3. The client works, or has worked for at least one year, in the financial sector in a position requiring knowledge of the relevant transactions or services. In order to be permitted to treat a client referred to in the first paragraph as a professional client, the securities undertaking must

1. have made an adequate assessment of the client's expertise, experience and knowledge which provides a sufficient basis for assuming that the client, in view of the nature of the planned transactions and services, is capable of making its own investment decisions and understanding the relevant risks, and

2. have given the client clear written information about which right to investor protection and compensation the client may lose and in a separate document have obtained in writing an explanation from the client that it is aware of the consequences of losing this protection. Before a securities undertaking accepts a request from a client to be treated as a professional client, the undertaking shall take all reasonable measures to ensure that the client meets the requirements set out in the first paragraph.

Act (2017:679). 6 § A client referred to in Section 5 shall inform the securities undertaking of all changes that may affect the conditions for the client to be treated as a professional client. The securities undertaking shall take appropriate measures if it becomes aware that the client no longer meets the original conditions that entitled it to be treated as a professional client. Act (2017:679).

Eligible counterparties

7 § A securities undertaking may treat an entity belonging to any of the following groups as an eligible counterparty:

1. securities companies and foreign securities firms,

2. credit institutions,

3. insurance companies,

4. securities funds referred to in Chapter 1, Section 1, first paragraph, 25 of the Act (2004:46) on securities funds and fund companies referred to in Chapter 1, Section 7, first paragraph, first sentence of the same Act as well as fund companies or management companies that manage them,

5. pension funds and management companies that manage them,

6. other financial companies than those referred to in 1-5 that are authorised to conduct business pursuant to the legislation in the country where they are domiciled or that are regulated in legislation in that country,

7. national governments and associated bodies, including public bodies that handle the national debt, central banks and supranational organisations, and

8. other units than those referred to in 1-7, if they may be regarded as equivalent counterparties under the delegated regulation to MiFID II. Act (2017:679). 8 § A securities undertaking that is authorised to conduct a securities business under Chapter 2 Section 1, 2 or 3 may, in such activity, participate in or initiate transactions with equivalent counterparties without applying the requirement to safeguard the customer's interests set out in Section 1 or any of Sections 10-12, 14-16, 17 a, 21, 24-27, 30, 31, 33-36 or 38, for these transactions and ancillary services directly linked to the transactions. A counterparty that is included in such a group as referred to in Section 1-7 shall, however, be entitled to request that the provisions set out in the first paragraph be applied generally in the contractual relationship or in respect of an individual transaction. Before a securities undertaking initiates a transaction with a counterparty that is such a unit as referred to in Section 7 8, the unit shall expressly have accepted being treated as an equivalent counterparty. The acceptance may be given generally or in respect of an individual transaction. With regard to counterparties that are not included in any of the groups referred to in Section 1-7 and that are established in another country within the EEA, the first paragraph shall apply only if the counterparty in that state is recognised as an equivalent counterparty in accordance with Article 30.3 of the Directive on markets in financial instruments. In such cases, the third paragraph shall apply by analogy. Act (2021:967).

Rules of conduct, etc.

Conflicts of interest

9 § A securities undertaking shall take all reasonable measures to identify, prevent and manage the conflicts of interest that may arise between the undertaking, a tied agent or any person close to them and a customer, or between customers, in connection with the provision of investment services and ancillary services, including those caused by remuneration or benefits from a party other than the customer, the undertaking's own remuneration system or other incentive structures. If the procedures that a securities undertaking has established and applies pursuant to Chapter 8 Section 12 and the measures that the undertaking has taken pursuant to the first paragraph are not sufficient to prevent the customers' interests from being adversely affected, the undertaking shall inform the customer of the nature of or the source of the conflicts of interest before the undertaking undertakes to perform an investment service or ancillary service for the customer's account. The information shall be provided on a durable medium and be sufficiently clear and detailed with regard to whether the customer is a professional customer or a non-professional customer, so that the customer can make an informed decision regarding the investment service or ancillary service in which the conflict of interest arises. Act (2017:679).

Remuneration systems

10 § A securities undertaking shall design its remuneration systems so that staff are not rewarded or assessed in a manner that conflicts with the undertaking's obligation to safeguard the customers' interests. Act (2017:679).

Production and distribution of financial instruments

Section 11 A securities institution that produces financial instruments for sale to customers shall ensure that the instruments are designed to meet the needs of a specified target group in accordance with Chapter 8, Section 13, that the strategy for distribution of the instruments is appropriate in relation to that target group, and that reasonable measures are taken to ensure that the instruments are distributed to the target group.

Act (2017:679). Section 12 A securities institution that distributes financial instruments shall be well informed about the financial instruments that the institution offers or recommends. The institution shall assess how the instruments correspond to the needs of the customers to whom the institution provides investment services, taking into account the specified target group in accordance with Chapter 8, Section 13. The institution shall ensure that the financial instruments are offered or recommended only when this is in the customer's interest. Act (2017:679). Section 12 a The requirements in Sections 11 and 12 do not apply if

1. the investment service provided relates to bonds without any other embedded derivative than a make-whole clause, or

2. the financial instruments are marketed or distributed exclusively to eligible counterparties. Act (2021:967).

Units and shares in alternative investment funds

Section 13 A securities institution may, directly or indirectly, offer units or shares in alternative investment funds to or place units or shares in alternative investment funds with customers within the EEA only if the units or shares may be marketed to the relevant category of investors under the Act (2013:561) on Managers of Alternative Investment Funds or other applicable national provisions in the manager's home state that implement Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and amending Directives 2003/41/EC and 2009/65/EC and Regulations (EC) No 1060/2009 and (EU) No 1095/2010.

Act (2017:679).

Information to customers

Section 14 A securities institution shall provide its customers with appropriate and easily understandable information in accordance with Sections 15-17 in good time before the institution provides an investment service or ancillary service. The information shall give customers reasonable opportunities to understand the nature of the investment services and financial instruments that the institution offers and the risks associated with them. The information may be provided in a standardised format. All information that a securities institution provides to its customers shall be accurate and clear and may not be misleading. Marketing material shall be easily identifiable as such. Special provisions on a trader's marketing of products and services and what information shall be provided to customers are found in the Marketing Act (2008:486). If information is not provided in accordance with this section and Sections 15-17, the Marketing Act shall apply, with the exception of the provisions in Sections 29-36 on market disruption fees. Such information shall be considered material under Chapter 10, third paragraph of that Act. Act (2026:247). Section 15 A securities institution shall provide customers with information about

1. the institution and its services,

2. financial instruments and proposed investment strategies, including guidance on and warnings about the risks associated with investments in the instruments or investment strategies and about whether the instrument in question, taking into account the target group specified for the instrument, is intended for professional or non-professional customers,

3. execution venues, and

4. all costs and fees associated with investment services and ancillary services, including the costs of advice and the costs of the financial instruments recommended or marketed to the customer and how the customer may pay costs and fees, including any payments to the institution from a third party. The information on costs and fees, including costs and fees for the investment service and the financial instrument, that do not depend on underlying market risk, shall be aggregated so that the customer can understand the total cost as well as the cumulative effect on the return on the investment. If the customer requests it, a breakdown by item shall be provided. The information shall, where applicable, be provided to the customer regularly, at least annually, during the duration of the investment. If the customer is a professional customer, the first paragraph 4 applies only when providing investment advice and portfolio management. Act (2021:967). Section 16 When an investment service is offered together with another service or product as part of a package or as a condition for the same agreement or package (cross-selling), the securities institution shall inform the customer whether it is possible to buy the various components separately and provide the customer with information on the costs and fees for each component. If the risks of an agreement or a package offered to a non-professional customer are likely to differ from the risks that arise if the components are chosen separately, the institution shall provide the customer with an adequate description of the various components of the agreement or package and how the relationship between them changes the risks. Act (2020:1157). Section 17 A securities institution that provides investment advice shall inform the customer whether

1. the advice is provided on an independent basis or not,

2. the advice is based on a general or more limited analysis of various financial instruments, and in particular whether the selection includes or is limited to financial instruments issued, issued or provided by the institution, companies with which the institution has close links or other companies to which the institution has such a legal or economic relationship that it may risk impairing the institution's conditions for providing independent investment advice, and

3. the institution will regularly assess the suitability of the financial instruments it recommends to the customer. Act (2017:679). Section 17 a If an agreement to buy or sell a financial instrument is entered into using a means of distance communication which means that information on costs and fees cannot be provided in advance in the manner specified in Section 14 first paragraph, the securities institution may instead provide the information as soon as possible after the transaction has been carried out, if

1. the customer has given its consent to receiving the information without undue delay after the transaction has been carried out, and

2. the institution has offered the customer the opportunity to postpone the transaction so that the customer can first receive the information. The securities institution shall also offer the customer to receive information on costs and fees by telephone before the transaction is carried out. Act (2021:967). Section 17 b Analyses that have been produced by a securities institution shall be easily identifiable as such, but may be given a different designation than analysis if this follows from the delegated regulation to MiFID II or from the third paragraph. Analyses shall be appropriately designed and easily understandable. If a securities institution that provides investment services or ancillary services distributes an analysis that has been wholly or partly paid for by an issuer, the institution shall inform the customer of this. An analysis that has been wholly or partly paid for by an issuer and provided to customers may be designated issuer-sponsored analysis only if it meets the requirements of the technical standards adopted by the European Commission in accordance with Article 24.3c of the Directive on markets in financial instruments (EU Code of Conduct). If such an analysis is not produced in accordance with the EU Code of Conduct, it shall be designated as marketing material. Act (2026:232). Section 17 c An issuer-sponsored analysis according to Section 17 b third paragraph may be submitted to the Financial Supervisory Authority. Act (2026:232). Section 18 A securities institution that mediates shares in securities funds or in such fund undertakings as referred to in Chapter 1 Section 7 of the Act (2004:46) on securities funds or in special funds or in other alternative investment funds that are marketed to non-professional investors according to the Act (2013:561) on managers of alternative investment funds according to Chapter 2 Section 1 items 1 and 2 or provides advice according to Chapter 2 Section 1 item 5 to a customer shall, without the customer requesting it, provide the customer with a fact sheet in good time before an agreement is entered into. Act (2017:679). Section 19 A securities institution shall promptly provide each customer with such information as is specified in Chapter 4 Section 12 first paragraph fourth sentence of the Act (2004:46) on securities funds and which the institution receives from a fund management company, management company, an AIF manager or another securities institution.

Act (2017:679). Section 19 a All information that a securities institution shall provide to customers under this chapter shall be provided in electronic format. If a non-professional customer requests it, the securities institution shall provide the information free of charge also on paper. The securities institution shall inform customers about the transition to information in electronic format and about the possibility of receiving information on paper. Non-professional customers who have previously received information on paper shall receive this information at least eight weeks before the transition to electronic format.

Act (2021:967).

The selection of financial instruments in investment advice on an independent basis

Section 20 A securities institution that has informed the customer that the institution provides investment advice on an independent basis shall in that activity assess a sufficiently large and diversified selection of financial instruments available on the market to ensure that the customer's investment objectives can be appropriately met. The selection may not include financial instruments issued, issued or provided by the institution, companies with which the institution has close links or other companies to which the institution has such a legal or economic relationship that it may risk impairing the institution's conditions for providing independent investment advice. Act (2017:679).

Remunerations to or from third parties

Section 21 A securities institution that provides an investment service or ancillary service to a customer may pay or receive remuneration or provide or receive a benefit to or from someone other than the customer only if

1. the remuneration or benefit

a) is designed to enhance the quality of the service to the customer, and

b) does not impair the institution's ability to fulfil its obligations to act honestly, fairly and professionally in accordance with the customer's interests, and

2. the customer, before the service is provided, has been informed in a comprehensive, accurate and comprehensible manner about the existence, nature and amount of the remuneration or benefit or, if the amount cannot be determined, about the method for calculating the amount and, where applicable, about how the remuneration or benefit is transferred to the customer. The first paragraph does not apply to remuneration or benefits that are necessary to provide the service and are of such a nature that they cannot be considered to conflict with the securities institution's obligation to act honestly, fairly and professionally in accordance with the customer's interests. Act (2017:679). Section 22 A securities institution that has informed a customer that the institution provides investment advice on an independent basis or a securities institution that provides portfolio management may not, in connection with providing such a service to the customer, receive and retain remuneration or a benefit from someone other than the customer. The first paragraph does not apply to minor non-monetary benefits that the securities institution has informed the customer about and that can enhance the quality of the service to the customer and that are of such a scope and nature that they cannot be considered to prevent the institution from fulfilling its obligation to safeguard the customer's interests. Act (2017:679).

Collection of information in investment advice and portfolio management

Section 23 A securities institution shall, when providing investment advice or portfolio management, collect necessary information from the customer about the customer's knowledge and experience of the specific service or product as well as about the customer's financial situation and investment objectives, so that the institution can recommend to the customer the investment services and financial instruments that are suitable for the customer. The information about the customer's financial situation and investment objectives shall provide sufficient basis for the securities institution to be able to assess and particularly take into account the customer's risk tolerance and ability to bear losses. In the case of cross-selling, the securities institution shall assess the suitability of the agreement or package as a whole.

Act (2017:679). Section 23 a A securities institution shall, when providing investment advice or portfolio management that involves switching financial instruments, collect necessary information about the customer's investments and analyse the costs and benefits of the switch. When the securities institution provides investment advice, it shall inform the customer whether the benefit of the switch is greater than the costs. The first and second paragraphs do not apply to services that the securities institution provides to a professional customer, unless the customer requests it. The institution shall document such a request. Act (2021:967).

Collection of information in other investment services

Section 24 A securities institution shall, when providing an investment service other than those specified in Section 23, ask the customer to provide information about the customer's knowledge and experience of the specific service or product, so that the institution can assess whether the investment service or product is suitable for the customer. In the case of cross-selling, the assessment shall concern the agreement or package as a whole. A securities institution shall, if it considers, based on the information it has received under the first paragraph, that the service or product is not suitable for the customer, inform the customer of this. A securities institution shall, if a customer does not provide information under the first paragraph or provides incomplete information, inform the customer that the institution cannot determine whether the service or product is suitable for the customer. Information under the second and third paragraphs may be provided in a standardised format. Act (2017:679). Section 25 A securities institution may provide the investment services reception and transmission of orders in relation to one or more financial instruments and execution of orders on behalf of customers without fulfilling the requirements in Section 24, if

1. the service concerns

a) shares admitted to trading on a regulated market, a market outside the EEA that has been deemed by a decision of the European Commission to be equivalent to a regulated market or an MTF platform, with the exception of shares in other undertakings for collective investment than those referred to in d and shares that comprise derivatives,

b) money market instruments, with the exception of such instruments that comprise derivatives or have a structure that makes it difficult for the customer to understand the risk associated with the instrument,

c) bonds or other forms of debt instruments admitted to trading on a regulated market, a market outside the EEA that has been deemed by a decision of the European Commission to be equivalent to a regulated market or an MTF platform, with the exception of such debt instruments that comprise derivatives or contain a structure that makes it difficult for the customer to understand the risk associated with the debt instrument,

d) units in a securities fund as referred to in Chapter 1, Section 1, first paragraph, item 25 of the Securities Funds Act (2004:46) or in a fund company as referred to in Chapter 1, Section 7, first paragraph, first sentence of the same Act, with the exception of structured fund companies as referred to in Article 36.1, second paragraph of Commission Regulation (EU) No 583/2010 of 1 July 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council as regards key investor information and conditions to be met when providing key investor information or the prospectus in a durable medium other than paper or by means of a website,

e) structured deposits, with the exception of those whose structure makes it difficult for the customer to understand the risk regarding the return or the cost of terminating the deposit early, or

f) other non-complex financial instruments,

2. the service is provided on the customer's initiative, and

3. the customer has been clearly and unambiguously informed, in a standardised or other form, that the institution will not assess whether the instrument or service is suitable for the customer. If, in connection with the investment service, the institution provides the customer with credit so that the customer can carry out a transaction in financial instruments, the institution shall comply with what is required under Section 24. Finansinspektionen may request from the European Commission such an equivalence decision for a market outside the EEA as referred to in the first paragraph, items 1 a and c. Act (2017:679).

Certain debt instruments

Section 25 a A securities institution may only sell relevant capital instruments as referred to in Chapter 2, Section 1 of the Resolution Act (2015:1016) and debt instruments that meet the conditions in Article 72a of the supervisory regulation, except with regard to Article 72a.1 b and the reference to Article 72b.3-72b.5, to a non-professional customer, if the institution

1. has carried out an assessment under Section 23,

2. on the basis of the assessment under 1 has satisfied itself that the instruments are suitable for the customer, and

3. has provided the customer with a suitability statement under Section 28.

Act (2021:471). Section 25 b A securities institution shall require the non-professional customer to provide the institution with information about its portfolio of financial instruments. The portfolio shall include deposits of cash but not holdings of such financial instruments that have been provided as collateral. If the value of the portfolio does not exceed EUR 500,000 at the time of the customer's acquisition of such instruments as referred to in Section 25 a, the securities institution shall ensure that the acquisition does not exceed 10 percent of the value of the portfolio. When an acquisition as referred to in the second paragraph is made for the first time, the consideration for the instruments may not be less than EUR 10,000. Act (2021:471).

Documentation of agreements with customers

Section 26 A securities institution shall document what the institution and a customer have agreed upon regarding the parties' rights and obligations and other terms for the services that the institution shall perform for the customer.

Act (2017:679).

Reporting to customers

Section 27 A securities institution shall provide satisfactory reporting to a customer on a durable medium regarding the services that the institution has performed for the customer. The reporting shall, where applicable, be provided regularly and also contain information on the costs of the transactions and services that have been performed on behalf of the customer. The first paragraph does not apply to services that the securities institution provides to a professional customer, unless the customer requests it. The institution shall document such a request. Act (2021:967). Section 28 A securities institution that provides investment advice shall provide a non-professional customer with satisfactory documentation on a durable medium that details what advice the customer has received and how the advice corresponds to the customer's wishes, investment objectives and other characteristics (suitability statement). The documentation shall be provided before a transaction is carried out, unless the conditions in the second paragraph are met. If an agreement to buy or sell a financial instrument is entered into using a means of distance communication that prevents the documentation from being provided in advance, the securities institution may provide the suitability statement as soon as possible after the agreement has been entered into, if

a) the customer has given its consent to receiving the suitability statement without undue delay after the transaction has been carried out, and

b) the institution has offered the customer the opportunity to postpone the transaction so that the customer can first receive the suitability statement. Act (2017:679). Section 29 If a securities institution offers portfolio management to a non-professional customer or has informed such a customer that the institution will perform a regular suitability assessment under Section 17, item 3, the reporting shall contain an updated statement of how the investment corresponds to the customer's wishes, investment objectives and other characteristics. Act (2017:679). Section 30 A securities institution that has carried out a transaction on behalf of a customer shall inform the customer of where the order was executed. Act (2017:679).

Information to institutional investors

Section 30 a A Swedish securities institution that, when providing portfolio management to such an institutional investor as referred to in Article 2 of Directive 2007/36/EC of the European Parliament and of the Council of 11 July 2007 on the exercise of certain rights of shareholders in listed companies, as amended by Directive (EU) 2017/828 of the European Parliament and of the Council, invests in shares admitted to trading on a regulated market and issued by a company within the EEA, shall, in respect of such shares, annually provide the investor with a report stating

1. the most significant risks associated with the investments in the medium to long term,

2. the composition of the portfolio,

3. the portfolio turnover and turnover costs,

4. voting advisors that have been engaged for engagement in the portfolio companies,

5. guidelines for securities lending and how these are applied to fulfil the engagement where applicable, in particular at the portfolio companies' general meetings,

6. how the investment strategy for the portfolio management service is consistent with the agreement with the investor and how it contributes to the development of the latter's assets in the medium to long term,

7. whether, and if so how, the securities institution makes investment decisions based on an assessment of the portfolio companies' performance in the medium to long term, and

8. whether any conflicts of interest have arisen and, if so, which ones and how they have been managed. If the information is already available to the public, it need not be included in the report. Act (2019:289).

Best execution of client orders

Best possible result

Section 31 When a securities institution executes a client's order, it shall take all the measures necessary to achieve the best possible result for the client with respect to

1. price,

2. cost,

3. speed,

4. likelihood of execution and settlement,

5. size,

6. nature, and

7. other circumstances material to the client. If a client has given specific instructions, a securities institution shall execute the order in accordance with these.

Act (2017:679). Section 32 When a securities institution executes an order on behalf of a non-professional client, the best possible result shall be determined with regard to

1. the price of the financial instrument, and

2. the costs in connection with the execution, including all of the client's expenses that relate directly to the execution of the order. In assessing the best possible result, the securities institution shall take into account its own remuneration and fees that it charges the client for the execution of the order at each of the venues that may be considered for executing it. Act (2017:679).

Guidelines for the execution of orders

Section 33 A securities institution shall have systems and guidelines for how the institution shall achieve the best possible result under Sections 31 and 32 when a client's order is executed. The guidelines shall, for each class of financial instruments, contain information on the various venues where the securities institution executes its client orders and the factors that influence the choice of execution venue. The guidelines shall cover the execution venues that enable the institution to consistently achieve the best possible result when a client order is executed. A securities institution shall monitor and regularly evaluate and update its systems and guidelines for the execution of orders and provide information on every material change to these to the clients with whom the institution has an ongoing relationship. Act (2025:316). Section 34 A securities institution shall provide its clients with appropriate information about the institution's guidelines for the execution of orders. The information shall explain how an order will be executed in a manner that is clear, sufficiently detailed and easy for clients to understand. Before the securities institution executes a client's order, the client shall have accepted the guidelines. Act (2017:679). Section 35 Before a securities institution executes a client's order outside a regulated market or a trading venue, the client shall have given its express consent to this.

The consent may be given generally or relate to an individual transaction. Act (2017:679). Section 36 If a client requests it, a securities institution shall be able to demonstrate that it has executed the client's order in accordance with the institution's guidelines for the execution of orders. If Finansinspektionen requests it, a securities institution shall be able to demonstrate that it meets the requirements in Sections 31-35. Act (2025:316). Section 37 Has been repealed by Act (2025:316).

Handling of orders

Section 38 A securities institution shall execute a client's order quickly, efficiently and fairly without the client being disadvantaged in relation to other clients or due to the institution's trading for its own account. Otherwise comparable client orders shall be executed in the order in which they were received, unless there is reason to execute them in a different order. Act (2017:679).

Limit order

Section 39 If a client has specified a minimum price for sale to a third party or a maximum price for purchase (limit) with respect to shares that are admitted to trading on a regulated market or are traded on an MTF platform and the securities institution does not execute the order, the institution shall immediately make the order public in a manner that makes it easily accessible to other market participants. However, this does not apply if the client has given other instructions. Act (2017:679).

Particularly regarding clients' financial instruments and funds

Section 40 A securities institution shall keep a client's financial instruments separate from the institution's assets, unless the client has expressly approved otherwise. Chapter 3 of the Act (1991:980) on trading in financial instruments contains special provisions on dispositions of financial instruments belonging to someone else. However, for agreements under the first paragraph, Chapter 3 does not apply.

Section 1 of the same Act. Act (2017:679). Section 41 A securities institution that holds a client's funds shall

1. take appropriate measures to protect the client's rights, and

2. keep the funds separate from the institution's assets, unless it has authorisation to receive funds on account under Chapter 2.

Section 2, first paragraph, item 8 or is a credit institution. A securities company and a foreign company that receives funds with accounting liability under Chapter 2, Section 2, first paragraph, item 1 shall immediately separate the funds from its own assets. Act (2017:679). Section 42 A securities company and a foreign company that under Chapter 2, Section 2, first paragraph, item 8 receives funds on account shall have a payment preparedness that is sufficient with regard to the nature and scope of the business. The company's or firm's system for handling information about customers and their deposits shall be such that the company or firm can without delay compile a complete and reliable list of all customers who have funds in an account with the company or firm and their respective deposits. When funds are received into an account, a written agreement on this shall be entered into with the customer. Act (2017:679). Section 43 A securities institution may not enter into agreements on security transfer (repurchase agreements) of financial instruments, currency or such claims as referred to in Chapter 8.

Section 10, second paragraph of the Bankruptcy Act (1987:672) with non-professional customers for the purpose of securing or covering the customer's current or future, actual or conditional or presumed obligations. Act (2017:679).

Special provisions on lending

Section 44 Credit under Chapter 2, Section 2, first paragraph, item 2 may be granted only if the borrower can be expected to fulfil the loan commitment. For credit granted, there shall be adequate security. If shares are provided as security for credit and shares in a securities company that grants the credit or its parent company are also included as a minor part among these, the securities company may, despite the prohibition in Chapter 19, Section 3 of the Companies Act (2005:551), accept also these shares as collateral. Act (2017:679). Section 45 In the case of lending under Chapter 2, Section 2, first paragraph, item 2, this section and Section 44 apply to securities companies instead of Chapter 21 of the Companies Act (2005:551). A securities company may not on terms other than those that the company normally applies grant credit to

1. a board member,

2. a person who alone or in association with another may decide credit matters that are to be decided by the board,

3. an employee who has a leading position within the company,

4. any other shareholder than the State with a shareholding corresponding to at least 3 per cent of the entire share capital,

5. a person who is a spouse or cohabitant of someone referred to in 1-4, or

6. a legal person in which someone referred to in 1-5 has a substantial financial interest as a partner or member. The board of the securities company shall decide matters concerning credit to the persons and companies referred to in the second paragraph. The company shall enter information about such credits in a list. In the case of a board member or the managing director, the list shall also contain information about a credit that has been granted to

1. a child or a parent of such a person, and

2. a legal person in which the board member or the managing director or their spouse, cohabitant, child or parent

a) has a qualifying holding, or

b) is a board member or managing director. The second paragraph and the third paragraph, first and second sentences, also apply to credits against security in the form of a guarantee or claim issued by someone referred to in the second paragraph. The same applies to a claim that the company acquires and for which someone referred to in the second paragraph is liable to pay.

Act (2020:1210). Section 46 A securities company may provide advances, grant loans or provide security for loans for the purpose of the debtor acquiring shares in the company or a superior company in the same group, only if there is thereafter full coverage for the restricted equity. When calculating whether there is full coverage for the restricted equity, advances and loans according to the first sentence shall be treated as claims without value and securities according to the first sentence shall be treated as the company's debt. However, advances, loans or security may be provided only to the extent that it appears justifiable with regard to

1. the requirements that the nature, scope and risks of the business impose on the size of the equity, and

2. the company's consolidation needs, liquidity and position in general. Act (2017:679).

Exceptions when there are special rules in EU law

Section 47 If a securities institution performs an investment service that is only part of a financial product for which there are special rules in EU law, Sections 14, 15 and 17 do not apply. Act (2017:679). Section 48 If a credit agreement covered by Directive 2014/17/EU of the European Parliament and of the Council of 4 February 2014 on credit agreements for consumers relating to residential immovable property and amending Directives 2008/48/EC and 2013/36/EU and Regulation (EU) No 1093/2010, in the original wording, requires, for the loan to be able to be disbursed, restructured or redeemed, that the same customer is provided with an investment service regarding mortgage bonds issued specifically for the purpose of securing the financing of the credit agreement and having identical terms with it, Sections 23-28 and Chapter 8

Section 15 shall not apply to that investment service.

Act (2017:679).

Provision of services via another company

Section 49 A securities institution that, through the intermediation of another securities institution or a foreign securities firm domiciled within the EEA, receives an instruction to perform an investment service or an ancillary service on behalf of a customer, may rely on the information about the customer that it has received from the other securities institution or firm and all recommendations regarding the service or transaction that the customer has received from the other institution or firm. A securities institution that performs a service or transaction based on such information and recommendations is responsible for ensuring that the service or transaction is performed in accordance with the provisions of this chapter and Chapter 8. A securities institution that has mediated an instruction to another securities institution or a foreign securities firm is responsible for ensuring that the information it has passed on is complete and correct and that the recommendations and advice provided by the institution are suitable for the customer. Act (2017:679).

Authorisations

Section 50 The Government or the authority determined by the Government may issue regulations on

1. the manner in which a securities institution shall fulfil the obligations in Section 1,

2. in what manner information under Section 19 is to be provided to customers,

3. the criteria for assessing which remuneration and benefits a securities institution may provide to or receive from someone other than the customer, and what information is to be provided to the customer about remuneration and benefits that the institution provides to or receives from someone other than the customer under Section 21,

4. the timing, scope and guidelines for repayment to the customer of received remuneration or benefits under Section 22, first paragraph,

5. the criteria for assessing which non-monetary benefits a securities institution may receive and retain when providing investment advice on an independent basis or portfolio management under Section 22, second paragraph,

6. the conditions for a securities institution to be allowed to receive investment research from a third party without it being regarded as remuneration or a benefit under Section 21 or 22,

7. exceptions from the obligation to make public an order under Section 39,

8. handling of financial instruments under Section 40,

9. handling of funds under Section 41,

10. receipt of funds into an account and the company's or firm's systems for handling certain information under Section 42,

11. what measures a securities institution is to take to ensure that it complies with the prohibition in Section 43,

12. what restrictions are to apply when providing collateral under Section 44, third sentence,

13. provision of services to a circle of conflicted persons referred to in Section 45, and

14. information that may be provided under Section 17 c. Act (2026:232).

Chapter 10. Data reporting services

1 § The regulation on markets in financial instruments contains provisions on authorisation requirements and on organisational requirements and business requirements for providers of data reporting services. Act (2020:1157).2 § A provider of data reporting services that is supervised by the Financial Supervisory Authority shall have appropriate reporting systems for employees who wish to make reports of suspected breaches of provisions applicable to the business. Act (2021:967).3 § Has been repealed by Act (2020:1157).4 § Has been repealed by Act (2020:1157).5 § Has been repealed by Act (2020:1157).6 § Has been repealed by Act (2020:1157).7 § Has been repealed by Act (2020:1157).8 § Has been repealed by Act (2020:1157).9 § Has been repealed by Act (2020:1157).10 § Has been repealed by Act (2020:1157).11 § Has been repealed by Act (2020:1157).12 § Has been repealed by Act (2020:1157).13 § Has been repealed by Act (2020:1157).14 § Has been repealed by Act (2020:1157).15 § Has been designated 10 cap. 2 § by Act (2020:1157).

Chapter 11 Special provisions for a trading venue

Introductory provisions

1 § A trading venue shall be operated honestly, fairly and professionally and in such a way that confidence in the securities market is maintained. When a securities institution operates a trading venue, it shall apply the principles of

1. free access, which means that anyone who meets the requirements set out in this Act and by the institution may participate in trading,

2. neutrality, which means that the institution's rules for the trading venue are applied uniformly to all those participating in trading, and

3. good transparency, which means that participants receive fast, simultaneous and accurate information about the trading and that the public is given the opportunity to access such information. From Chapter 13, Section 12 it follows that a stock exchange may, with the permission of the Financial Supervisory Authority, operate a trading venue.1 a § For a securities institution that operates a trading venue, Chapter 13, Sections 1 a-1 l apply. What is stated there about a stock exchange and a regulated market shall then refer to a securities institution and a trading venue respectively. For a securities institution that operates an OTF venue, in addition to what is stated in Chapter 13, Section 1 b, only an institution that does not have close links with the operator of the venue may carry out business as a market maker on the venue. Act (2025:316).1 b § A securities institution that operates a trading venue shall take appropriate measures to identify and manage possible negative consequences for the operation of the trading venue, or for participants in trading on the venue, of conflicts of interest between that activity and the institution's other activities. Act (2017:679).2 § A securities institution that operates an MTF venue may not on the venue execute client orders using its own assets or engage in trading by means of matched principal trading. Act (2017:679).2 a § A securities institution that operates an MTF venue shall have

1. adequate arrangements to be able to handle the risks to which the venue is exposed and take appropriate measures and introduce systems to identify all significant risks for the business on the venue and to reduce such risks,

2. effective arrangements to facilitate the prompt and smooth completion of transactions executed in the venue's systems, and

3. adequate financial resources for the venue to be able to function properly with regard to the nature and volume of the transactions carried out on the venue as well as to the composition and degree of its risk exposure.

Act (2017:679).2 b § /New designation 2 c § U:2026-12-05/ A securities institution that operates an OTF venue shall have arrangements that prevent client orders from being executed using the institution's own assets or those of a company belonging to the same group as the institution. A securities institution that operates an OTF venue may on the venue

1. engage in matched principal trading in bonds, structured financial products, emission allowances and derivative instruments only if the customer has given their consent to it, and

2. engage in other own-account trading than matched principal trading only in government securities for which there is no liquid market. A securities institution that operates an OTF venue may not on the venue engage in matched principal trading in order to execute client orders in derivative instruments covered by the clearing requirement in Article 5 of Regulation (EU) No 648/2012 of the European Parliament and of the Council. Act (2017:679).2 b § /Enters into force I:2026-12-05/ For a securities institution that operates an MTF venue, Chapter 13, Sections 2 b and 4 apply. What is stated there about a stock exchange shall then refer to a securities institution. Act (2026:784).2 c § /Enters into force I:2026-12-05/ A securities institution that operates an OTF venue shall have arrangements that prevent client orders from being executed using the institution's own assets or those of a company belonging to the same group as the institution. A securities institution that operates an OTF venue may on the venue

1. engage in matched principal trading in bonds, structured financial products, emission allowances and derivative instruments only if the customer has given their consent to it, and

2. carry on other trading on own account than matched principal trading only in government securities for which there is no liquid market. A securities institution operating an OTF platform may not carry out matched principal trading on the platform in order to execute client orders with derivative instruments that are subject to the clearing requirement in Article 5 of Regulation (EU) No 648/2012 of the European Parliament and of the Council. Act (2026:784).2 c § /New designation 2 d § U:2026-12-05/ A securities institution operating an OTF platform may not be a systematic internaliser in financial instruments traded on the platform. An OTF platform may not be connected to a systematic internaliser or to another OTF platform in such a way that orders on the platform can interact with orders or quotes at systematic internalisers or with orders on other OTF platforms. Act (2017:679).2 d § /Enters into force I:2026-12-05/ A securities institution operating an OTF platform may not be a systematic internaliser in financial instruments traded on the platform. An OTF platform may not be connected to a systematic internaliser or to another OTF platform in such a way that orders on the platform can interact with orders or quotes at systematic internalisers or with orders on other OTF platforms. Act (2026:784).

Participants

3 § A securities institution operating a trading platform shall have rules as to who may participate in trading on it. As participants in trading on an MTF platform, the institution may have Sveriges riksbank (the Riksbank) and the National Debt Office as well as natural and legal persons who have a sound capital base, sufficient knowledge and an appropriate organisation of their operations and who are otherwise suitable for participation in trading. Act (2017:679).3 a § Has been repealed by Act (2025:316).

Trading rules

4 § Appropriate rules for trading on a trading platform shall be in place. The rules shall provide for

1. the participants' obligations towards the operator of the trading platform,

2. what applies to transactions on the trading platform,

3. the criteria used to determine which financial instruments may be traded on the trading platform, and

4. the forms of clearing and settlement of the transactions that have been carried out.4 a § The rules for order execution on an MTF platform may not be discretionary. A securities institution operating an OTF platform shall act on a discretionary basis only when deciding to

1. place or withdraw an order on the platform, or

2. not match a specific client order with the other orders available in the system at a given time, provided that this is consistent with the institution's obligations under Chapter 9, Sections 31 and 32. Act (2017:679).4 b § A securities institution operating an OTF platform in the form of a system that matches client orders may decide whether, and if so when and to what extent, two or more orders are to be matched within the system. A securities institution operating an OTF platform in the form of a system that arranges transactions in non-equity financial instruments may facilitate negotiations between customers in order to bring together two or more potentially compatible buy and sell interests in a transaction. Act (2017:679).5 § A securities institution operating a trading platform shall ensure that information on the financial instruments traded on the trading platform is made available to an extent that is appropriate having regard to the nature of the financial instruments and the participants' knowledge and experience.

Issuer's information obligation

6 § An issuer of such transferable securities as referred to in point 1 or 2 of the definition in Chapter 4 Section 1 and which, following an application by the issuer, are traded on a trading platform shall

1. continuously inform the securities institution that operates the trading platform of its activities, and

2. otherwise provide the institution with the information it needs in order to perform its duties under this Act and other enactments. Act (2017:679).7 § Article 17 of the European Parliament and Council Regulation

(EU) No 596/2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC contains provisions on the obligation of issuers to disclose inside information. Act (2016:1313).8 § A securities institution that operates a trading platform shall continuously monitor that an issuer of transferable securities under Section 6 fulfils its information obligations under this Act. The securities institution shall also monitor that issuers covered by Article 17 of the European Parliament and Council Regulation (EU) No 596/2014 fulfil their information obligations under that Article. Act (2016:1313).9 § Repealed by Act (2017:679).10 § Repealed by Act (2017:679).11 § Repealed by Act (2017:679).

Obstacles to trading

11 a § A securities institution shall reject an application for a financial instrument to be traded on a trading platform or decide that a financial instrument shall no longer be traded on a trading platform, if the Swedish National Debt Office requests it under Chapter 3 Section 1, first paragraph, point 2 of the Act (2015:1016) on resolution or a foreign resolution authority requests it under national legislation implementing Article 64.1(c) of the crisis management directive. Act (2015:1032).

Trading halt

12 § A securities institution that operates a trading platform may suspend trading in a financial instrument (trading halt) or remove the instrument from trading, if the instrument does not meet the requirements applicable for trading on the platform and it is not likely that the trading halt or removal would seriously harm investors' interests or prevent the market from functioning properly. A securities institution may suspend trading in a financial instrument or remove the instrument from trading also in cases other than those specified in the first paragraph, if it is not likely that the trading halt or removal would seriously harm investors' interests or prevent the market from functioning properly. If a securities institution suspends trading in a financial instrument or removes the instrument from trading, the institution shall also suspend trading in financial derivative instruments relating to that instrument or remove such derivative instruments from trading where necessary having regard to the purpose of the trading halt or removal. The securities institution shall disclose decisions on trading halts or the removal of financial instruments from trading and notify the Swedish Financial Supervisory Authority of such decisions.

Act (2017:679).

Growth market for small and medium-sized enterprises

13 § A securities institution that operates an MTF platform may apply to the Swedish Financial Supervisory Authority to have the platform registered as a growth market for small and medium-sized enterprises. The Swedish Financial Supervisory Authority shall grant the application if

1. at least 50 per cent of the issuers whose financial instruments are admitted to trading on the platform are small and medium-sized enterprises,

2. there are appropriate criteria for the admission of financial instruments to trading on the platform,

3. sufficient information is disclosed to enable investors to make an informed decision as to whether to invest or not to invest in the financial instruments, either in the form of a prospectus in accordance with the Prospectus Regulation or, where a prospectus is not required, an admission document,

4. there is appropriate, continuous and regular financial reporting from the issuers,

5. the issuers and persons who have a leading position in them as well as persons closely associated with the issuers and persons who have a leading position in the issuers meet the requirements of the market abuse regulation,

6. supervisory information concerning the issuers is stored and disseminated to the public, and

7. there are effective systems and controls designed to prevent and detect market abuse in accordance with the requirements of the market abuse regulation. Act (2019:419).13 a § A securities institution that operates an MTF platform may apply to the Swedish Financial Supervisory Authority to have a segment of the MTF platform registered as a growth market for small and medium-sized enterprises. The Swedish Financial Supervisory Authority shall approve the application if

1. the segment meets the requirements set for a platform in Section 13,

2. the segment is clearly distinguished from other market segments where the securities institution operates,

3. the transactions carried out within the segment are clearly distinguished from market activity on other segments of the MTF platform, and

4. the securities institution provides the Swedish Financial Supervisory Authority with the information about the segment that the Authority requests.

Act (2026:232).13 b § /Enters into force I:2030-01-10/ A securities institution that operates an MTF platform which has been registered as a growth market for small and medium-sized enterprises under Section 13 or 13 a shall, when it discloses information in accordance with Article 78.2(h) of the delegated regulation to MiFID II, simultaneously provide the information to the Swedish Financial Supervisory Authority. Act (2026:634).14 § An MTF platform, or a segment of an MTF platform, which has been registered as a growth market for small and medium-sized enterprises may be deregistered if

1. the securities institution that operates the platform applies for deregistration, or

2. the requirements in Section 13 or 13 a are no longer met.

Act (2026:232).15 § If an issuer's financial instruments are admitted to trading on a growth market for small and medium-sized enterprises, trading in that instrument may be conducted on another trading venue only when the issuer has been informed and has not objected. When the other trading venue is a growth market for small and medium-sized enterprises, the issuer shall not be subject to any obligation regarding corporate governance or disclosure that applies on the other growth market. When the other trading venue is not a growth market for small and medium-sized enterprises, the issuer shall be informed of the obligations to which it will be subject regarding corporate governance or disclosure that apply on the other trading venue. Act (2026:232)./Heading enters into force I:2026-12-05/****/Heading ceases to apply U:2030-01-10/

Empowerment

16 § /Enters into force I:2026-12-05//Ceases to apply U:2030-01-10/The Government or the authority designated by the Government may issue regulations concerning trading rules for an MTF platform regarding the acquisition and transfer of own shares by a limited company on the MTF platform. Act (2026:784)./Heading enters into force I:2030-01-10/

Empowerments

16 § /Enters into force I:2030-01-10/ The Government or the authority designated by the Government may issue regulations concerning

1. the information on decisions to be submitted to the Financial Supervisory Authority pursuant to Section 12, paragraph 4, and

2. the information to be submitted to the Financial Supervisory Authority pursuant to Section 13 b. Act (2026:634)./Chapter enters into force I:2026-12-05/

Chapter 11 a Shares with different voting rights traded on an MTF platform

Scope of application

1 § The provisions of this chapter apply to an issuer that applies for shares to be admitted to trading on an MTF platform, if the issuer

1. has its registered office in Sweden,

2. does not previously have shares admitted to trading on a regulated market or an MTF platform at the time of application, and

3. in connection with the application has adopted a decision providing that the company shall have shares with different voting rights or that existing differences in voting rights shall be changed. The provisions of Section 4 also apply to an issuer with its registered office in Sweden that has admitted, or is to admit, shares with different voting rights to trading on an MTF platform. Act (2026:784).

Information to be provided in an admission document

2 § An issuer that publishes an admission document shall provide in it information on the issuer's share structure, including information on the classes of shares present, including those shares that are not admitted to trading. For each class of shares, information shall be provided on

1. the rights and obligations attached to the shares in that class of shares, and

2. the proportion of the total number of shares and votes that the shares in that class of shares represent. Act (2026:784).3 § The issuer shall also provide in the admission document information on

1. restrictions on the transfer of shares, including agreements between shareholders that may give rise to such restrictions,

2. restrictions on the voting rights of shares, including agreements between shareholders that may give rise to such restrictions, and

3. holders of shares with higher voting rights that represent more than five percent of the votes for all shares in the issuer and natural or legal persons who have the right to exercise voting rights on behalf of such shareholders. The information only needs to be provided if it is known to the issuer.

Lag (2026:784).

Information to be provided to a stock exchange or a securities institution

4 § An issuer shall to a stock exchange or a securities institution that operates an MTF platform on which the company's shares are admitted, or shall be admitted, to trading provide such information as is required for the stock exchange or the securities institution to be able to fulfil its obligations under Chapter 11, Section 2 b or Chapter 13, Section 2 b. If technical standards for supervision have been adopted pursuant to Article 5.5 of the European Parliament and Council Directive (EU)

2024/2810 of 23 October 2024 on structures with shares with higher voting rights in companies that apply to have their shares admitted to trading on a multilateral trading platform, in the original wording, the information shall be provided in accordance with them. Lag (2026:784).

PART THREE

Stock exchange operations etc.

Chapter 12. Authorization to operate a regulated market

Authorization requirement

1 § To operate a regulated market as a stock exchange, authorization from Finansinspektionen is required. Authorization may be granted to Swedish limited companies and Swedish economic associations. Authorization to operate a regulated market may, under Section 9, also be granted to foreign companies.

Swedish companies

Conditions for authorization

2 § Authorization to operate a regulated market as a stock exchange shall be granted to a Swedish limited company or a Swedish economic association, if

1. the articles of association or the statutes do not conflict with this Act or any other statute,

2. there is reason to assume that the planned operations will be conducted in accordance with the provisions of this Act and other statutes that regulate the company's operations,

3. the person who has or can be expected to come to have a qualifying holding in the company is deemed suitable to exercise a significant influence over the management of a stock exchange,

4. the person who shall be a member of the board of directors of the company or be the managing director of it, or be a substitute for any of them, has sufficient insight and experience to participate in the management of a stock exchange and is also otherwise suitable for such a task,

5. the board of directors as a whole has sufficient knowledge and experience to manage the stock exchange, and

6. the company otherwise fulfils the conditions specified in this Act. Lag (2017:679). 3 § In the assessment under Section 2, item 3 of whether a holder is suitable, the holder's reputation and financial strength shall be taken into account. It shall also be taken into account whether there is reason to assume that

1. the holder will counteract the stock exchange's operations being conducted in a manner that is compatible with the requirements of this Act and other statutes that regulate the company's operations, or

2. the holding is connected with or may increase the risk of

a) money laundering under Chapter 1, Section 6 of the Act (2017:630) on measures against money laundering and financing of terrorism, or

b) financing of terrorism under Section 6 of the Terrorist Offences Act (2022:666) or attempt to commit such an offence, with respect to terrorist offences under Section 4 of the same Act. Act (2022:676).

Approval of articles of association, etc.

Section 4 The articles of association or the statutes of a stock exchange shall be approved by the Financial Supervisory Authority in connection with the company being granted authorisation to operate a regulated market. Section 5 A stock exchange that has decided to amend its articles of association or its statutes shall apply to the Financial Supervisory Authority for approval of the amendment. The amendment shall be approved if the articles of association or the statutes are consistent with this Act and other statutes and otherwise contain the special provisions that are needed with regard to the scope and nature of the company's operations. A decision to amend the articles of association or statutes may not be registered before the amendment has been approved.

Board of Directors

Section 6 A stock exchange shall have a board of directors with at least three members.

The stock exchange shall have a managing director. Section 6 a The obligation under Chapter 8, Section 46 a of the Companies Act (2005:551) for the board of directors of a public limited company to annually adopt written rules of procedure for its work also applies to the board of directors of a stock exchange that is a private limited company.

The same applies to the obligation under Chapter 8, Section 46 b of the same Act for the board of directors of a public limited company to specify in written instructions the division of work between the company's bodies. The chairman of the board shall ensure that the board fulfils the tasks set out in this section. Act (2014:554). Section 6 b A person who is a member of the board of directors of a stock exchange or is its managing director may, in addition to this assignment, hold the number of assignments as board member or managing director in other companies that is deemed appropriate with regard to the circumstances in the individual case and to the nature, scope and complexity of the stock exchange's operations. If a stock exchange is significant in terms of size, internal organisation and the nature, scope and complexity of its operations, a board member or managing director may only hold one of the following combinations of assignments:

1. one assignment as managing director and two assignments as board member, or

2. four assignments as board member. Act (2017:679). Section 6 c In the application of Section 6 b, second paragraph,

1. assignments within the same group or in companies in which the stock exchange has a qualifying holding shall be counted as a single assignment, and

2. assignments in operations and organisations that do not mainly have a commercial purpose shall not be taken into account. If the board member represents the Swedish state, Section 6 b, second paragraph, does not apply. A board member or managing director in a stock exchange that is significant may, after permission from the Financial Supervisory Authority, hold one additional assignment as board member in addition to those specified in Section 6 b, second paragraph 1 or 2. Act (2017:679). Section 6 d A person who is a board member or managing director in a stock exchange shall devote sufficient time to be able to perform their assignment. Act (2017:679). Section 6 e The board of directors of a stock exchange shall establish and monitor the implementation of governance arrangements that ensure responsible management of the stock exchange. In the governance arrangements, a distinction shall be made, in a manner that promotes market integrity, between functions within the organisation and the prevention of conflicts of interest. The board shall monitor and regularly evaluate the effectiveness of the governance arrangements under the first paragraph and take appropriate measures to remedy deficiencies. The board shall have access to the information and documents required to oversee and monitor the managing director's decision-making. Act (2017:679).

Audit

Section 6 f A stock exchange shall have at least one auditor appointed by the general meeting.

Only a person who is an authorised or approved auditor may be an auditor. At least one auditor appointed by the general meeting shall be an authorised auditor. Act (2017:679).

Share capital, etc.

Section 7 A stock exchange that is a limited company shall have a share capital that is sufficiently large with regard to the nature and scope of its operations. When assessing whether the share capital is sufficient, account shall also be taken of other financial resources that the stock exchange has or can utilise. For a stock exchange that is an economic association, what is said about share capital instead applies to the sum of made member contributions and subordinated contributions. A stock exchange that operates a trading platform shall have initial capital in accordance with Chapter 3, Section 6, first paragraph 3. Act (2021:480).

Application for authorisation

An application shall contain a business plan. Section 8 An application for authorisation may be made before the company or association has been registered. If such an application has been made by a limited company within six months from the signing of the memorandum of association, the time specified in Chapter 2, Section 22 of the Companies Act (2005:551) is counted from the authorisation decision. If such an application has instead been made by an economic association within six months from the formation of the association, the time specified in Chapter 2, Section 2, first paragraph of the Act (2018:672) on economic associations is counted from the authorisation decision. An application shall contain a business plan. Act (2018:728). Section 8 a The Financial Supervisory Authority shall, before deciding on authorisation, consult with the competent authority in another country within the EEA, if the company

1. is or can be expected to become a subsidiary of a credit institution or insurance company authorised in that country,

2. is or can be expected to become a subsidiary of the parent company of a credit institution or insurance company authorised in that country, or

3. is controlled or can be expected to become controlled by the same natural or legal persons that have ownership control over a credit institution or insurance company authorised in that country. Act (2017:679).

Foreign companies

Section 9 Authorisation for a foreign company to operate a regulated market from a branch in Sweden may be granted if

1. the company in its home country carries on such business and there is subject to supervision by an authority or another competent body, and

2. there is reason to assume that the planned business will be carried on in accordance with the provisions of this Act and regulations issued with support of the Act.

Swedish companies' business abroad

10 § A stock exchange that intends to take measures in another country within the EEA to facilitate for remote participants to gain access to the stock exchange's regulated market or to a trading platform operated by the stock exchange, shall before such measures are commenced notify Finansinspektionen. Finansinspektionen shall within one month from the receipt of the notification forward it to the competent authority in the country where the measures are to be taken. On request, Finansinspektionen shall without unnecessary delay provide information to the same authority about which parties from that country participate in trading on a regulated market or trading platform.

Act (2017:679).

Authorisations

11 § The Government or the authority determined by the Government may issue regulations on

1. stock exchanges' diversity policy when appointing the board as well as resources for introduction and training of board members,

2. the size of the share capital,

3. the sum of made member contributions and subordinated contributions, and

4. the requirement for start-up capital according to 7 §. Act (2017:679).

Chapter 13. The stock exchange's business

General requirements on the business

1 § A stock exchange shall conduct its business honestly, fairly and professionally and in a manner such that the public's confidence in the securities market is maintained. When the stock exchange operates a regulated market, it shall apply the principles of

1. free access, which means that anyone who meets the requirements set in this Act and by the stock exchange may participate in trading,

2. neutrality, which means that the stock exchange's rules for the regulated market are applied in a uniform manner towards all who participate in trading, and

3. good transparency, which means that participants receive rapid, simultaneous and correct information about trading and that the public is given the opportunity to take part in such information. A stock exchange shall also

1. identify and manage the risks, including ICT risks in accordance with Chapter II of Regulation (EU) 2022/2554 of the European Parliament and of the Council, that may arise in the business, and

2. identify and manage the conflicts of interest that may arise between the interests of the stock exchange or its owners and the interest of a regulated market being operated in accordance with the first and second paragraphs. A stock exchange may not in its rulebook impose unreasonable requirements on issuers and participants at a regulated market. What constitutes an unreasonable requirement shall be assessed with regard to its purpose, EU law and other circumstances. Act (2024:1285). 1 a § A stock exchange shall establish and maintain operational resilience in accordance with the requirements in Chapter II of Regulation (EU) 2022/2554 of the European Parliament and of the Council to ensure that the trading systems

1. are resilient,

2. have sufficient capacity to be able to handle severe strains on the market in terms of order and message volumes,

3. can maintain orderly trading under conditions of strains on the market,

4. are fully tested, and

5. guarantee continuity in the business in the event of any operational disruptions in the trading system, including an ICT continuity policy and ICT continuity plans as well as ICT-related action and recovery plans in accordance with Article 11 of Regulation (EU) of the European Parliament and of the Council

2022/2554. Act (2024:1285). 1 b § A stock exchange shall enter into written agreements with all investment firms that conduct a market maker strategy on a regulated market that the stock exchange operates, and enter into such agreements with a sufficient number of firms. It shall be evident from the agreements

1. that the investment firms shall provide firm bids at competitive prices so that the market is supplied with liquidity on a regular and predictable basis, and

2. the incentives in the form of discounts or other that are offered to the firm to fulfil the commitments according to 1. The stock exchange shall monitor that the agreements are complied with and notify Finansinspektionen of their content. Act (2017:679). 1 c § A stock exchange shall establish effective systems, procedures and arrangements to be able to reject orders on a regulated market that it operates that exceed predetermined volume and price thresholds or are manifestly erroneous. The stock exchange shall also be able to temporarily interrupt or restrict trading on a regulated market in an emergency situation or if during a short period there is a significant price movement for a financial instrument on that market or an adjacent market and, in exceptional cases, be able to cancel, adjust or correct a transaction. The stock exchange shall ensure that the parameters for interrupting or restricting trading are appropriately calibrated in a manner that takes into account the liquidity of different asset categories and subcategories, the nature of the market model and different types of users and that the parameters are sufficient to avoid significant disruptions in orderly trading. The stock exchange shall notify Finansinspektionen of the parameters and of significant changes to them. The stock exchange shall on its website publish information about the circumstances that lead to trading being interrupted or restricted and about the principles for determining the main technical parameters used for this.

Act (2025:316). 1 d § A stock exchange shall establish effective systems, procedures and arrangements to ensure that participants who use algorithmic trading systems on a regulated market that the stock exchange operates cannot create or contribute to improper market conditions on the market and to be able to manage any improper market conditions that may arise as a result of the use of such algorithmic trading systems. The procedures referred to in the first paragraph shall include

1. requirements for participants to carry out appropriate testing of algorithms and to provide environments to facilitate such testing, in accordance with the requirements in Chapters II and IV of Regulation (EU) 2022/2554 of the European Parliament and of the Council,

2. systems to limit the proportion of unexecuted orders in relation to the transactions that can be entered into the system by a participant,

3. systems to make it possible to slow down the order flow if there is a risk that the ceiling for system capacity is reached, and

4. systems to limit and maintain the minimum price change that may be applied on the regulated market.

Act (2024:1285).1 e § A stock exchange that allows direct electronic access to a regulated market that the stock exchange operates shall have effective systems, procedures and arrangements to ensure

1. that only Swedish securities institutions and foreign securities firms domiciled within the EEA may provide such services,

2. that appropriate criteria are established and applied with regard to the suitability of persons to whom such access may be granted, and

3. that the participant retains responsibility for ensuring that orders and transactions executed using the service are executed in accordance with the requirements of this Act and other regulations.The stock exchange shall establish appropriate standards regarding risk control and thresholds for trading via direct electronic access and be able to distinguish and, where necessary, stop orders or trading executed by a person using direct electronic access. The stock exchange shall also be able to temporarily stop or terminate a participant's provision of direct electronic access. Act (2017:679).1 f § A stock exchange shall have transparent, fair and non-discriminatory rules on co-location services.

Act (2017:679).1 g § A stock exchange shall ensure that the fee structure applied by the stock exchange is transparent, fair and non-discriminatory and does not create incentives to place, modify or cancel orders or execute transactions in a manner that contributes to improper trading conditions or market abuse.If a stock exchange has agreements with market makers regarding shares, remuneration shall primarily be given in the form of discounts.

Act (2017:679).1 h § A stock exchange shall, with the help of markings made by participants on a regulated market that the stock exchange operates, be able to identify which

1. orders have been generated through algorithmic trading,

2. algorithms have been used to create different orders, and

3. persons have initiated these orders. Act (2017:679).1 i § A stock exchange shall have rules for the minimum permitted price change for shares, depositary receipts, exchange-traded funds, certificates and other similar financial instruments traded on a regulated market that the stock exchange operates. The rules shall

1. be calibrated so that they reflect the liquidity profile of the relevant financial instrument and the average difference between the buy and sell price, taking into account the possibility of reasonably stable prices without unnecessarily hindering even smaller differences, and

2. appropriately adjust the minimum permitted price change for each financial instrument.Where shares are concerned for which the trading venue that is the most relevant market in terms of liquidity is located outside the EEA, a stock exchange may have the same minimum permitted price change as applies on that trading venue, if the shares have

1. an international securities identification number (ISIN) issued outside the EEA, or

2. an EEA-based ISIN and the shares are traded on a trading venue in a third country in local currency or in a non-EEA currency.The rules shall not prevent the matching of orders of large size at the midpoint between the current buy and sell bids.

Act (2025:316).1 j § A stock exchange that reports transactions on behalf of a securities institution shall

1. have sound protection mechanisms designed to guarantee the protection and accuracy of the information transfer

• to minimise the risk of data corruption and unauthorised access, and

• to prevent information leaks and ensure that the data is treated confidentially, and

2. have adequate resources and backup arrangements so that its services can always be offered and maintained. Act (2017:679).1 k § A stock exchange shall ensure that on a regulated market that it operates there are at least three active participants, each of which has the opportunity to interact with the other participants for price formation on the regulated market. Act (2025:316).1 l § A stock exchange shall establish arrangements to ensure that it complies with the data quality standards established under Article 22b of the Regulation on markets in financial instruments. Act (2025:316).2 § A stock exchange shall have a monitoring function that is independent in relation to the directly business-operating activities, with sufficient resources and powers to fulfil the stock exchange's obligations under Section 7, Chapter 14, Section 7 and Chapter 15, Section 9. Act (2018:1371).2 a § A stock exchange shall provide appropriate reporting systems for employees who wish to report suspected infringements of provisions applicable to the activities. Act (2018:328).2 b § /Enters into force I:2026-12-05/ A stock exchange that operates an MTF platform shall ensure that shares with different voting rights that are admitted to trading on the platform are identified as such, provided that the shares are issued by an issuer with its seat within the EEA and are traded on the platform following an application by the issuer.If technical regulatory standards have been adopted pursuant to Article 5.5 of Directive (EU)

2024/2810 of 23 October 2024 on multiple-vote share structures in companies that apply for the admission of their shares to trading on a multilateral trading facility, in the original wording, the stock exchange shall comply with them when ensuring this. Act (2026:784).

Approval for admission to trading

Section 3 Financial instruments may be admitted to trading on a regulated market by the exchange, after examination under Chapter 15, Section 2, deciding on admission to trading. If there is an obligation under the Prospectus Regulation to prepare a prospectus, trading in the instrument may not begin until

1. the prospectus has been approved and registered with the Swedish Financial Supervisory Authority or the authority has received a notification under Article 25 of that Regulation, and

2. the prospectus has been published in accordance with the Regulation.

Act (2019:419). Section 4 Has been repealed by Act (2015:960). Section 4 /Enters into force I:2026-12-05/ An exchange that operates an MTF platform may not refuse an issuer to admit shares to trading on the platform on the ground that the issuer has shares with different voting rights.

Act (2026:784). Section 5 Transferable securities referred to in point 1 or 2 of the definition in Chapter 1, Section 4 and issued by a company authorised as an exchange may not be admitted to trading on a regulated market operated by that exchange. Act (2017:679).

Trading rules and market surveillance

Section 6 An exchange shall have appropriate rules for trading on a regulated market operated by the exchange. The rules shall set out

1. the participants' obligations towards the exchange,

2. what applies to transactions on the market,

3. the competence requirements for employees and contractors of the participants who participate in trading on behalf of the participants, and

4. the forms for clearing and settlement of the transactions that have been carried out. The rules may not prevent a participant from choosing a system for settlement of the transactions carried out on the regulated market provided that

1. the connections between and agreements concerning the chosen settlement system and any other system ensure an effective and economical settlement of the transaction, and

2. the Swedish Financial Supervisory Authority has not decided that the chosen settlement system may not be used for settlement of transactions on the regulated market. Section 6 a Has been repealed by Act (2025:316). Section 7 The exchange shall monitor trading and price formation on a regulated market that it operates and ensure that trading takes place in accordance with this Act and other statutes and good practice on the securities market. The exchange shall also be able to detect system disruptions. The exchange shall immediately notify the Swedish Financial Supervisory Authority of

• significant breaches of the trading rules,

• improper market conditions and behaviours that may indicate breaches of the Market Abuse Regulation, and

• system disruptions. The exchange is obliged, at the request of the Swedish Financial Supervisory Authority, to give the authority access to its system for monitoring trading and price formation. Act (2017:679).

Trading halt

Section 7 a An exchange may suspend trading in a financial instrument (trading halt) if the instrument does not meet the requirements applicable to admission to trading and it is not likely that the trading halt would seriously harm investors' interests or prevent the market from functioning properly. An exchange may also suspend trading in a financial instrument in cases other than those set out in the first paragraph, if it is not likely that the trading halt would seriously harm investors' interests or prevent the market from functioning properly. If the exchange suspends trading in a financial instrument, the exchange shall also suspend trading in financial derivative instruments relating to that instrument if it is necessary with regard to the purpose of the trading halt. The exchange shall publish decisions on trading halts and notify the Swedish Financial Supervisory Authority of such decisions. Act (2017:679).

Rules on public takeover offers

Section 8 An exchange shall have rules on public takeover offers concerning shares admitted to trading on a regulated market operated by the exchange. The rules shall meet the requirements set out in Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on takeover bids in its original wording and otherwise be appropriate. Exemptions from the rules shall be able to be decided by the exchange or a body appointed by the exchange with representative representatives of the business community. Exemptions may be subject to conditions. A decision on an exemption shall state the reasons on which it is based. Section 9 Has been repealed by Act (2025:316).

Publication of information

Section 10 An exchange shall publish information regarding the financial instruments admitted to trading on a regulated market operated by the exchange. Further provisions on such publication and on permission to defer a publication are found in the Regulation on markets in financial instruments. Act (2017:679). Section 11 Has been repealed by Act (2017:679).

Ancillary activities

Section 12 An exchange may conduct other activities that are closely connected with the activities covered by the authorisation. An exchange may also, after authorisation by the Swedish Financial Supervisory Authority

1. operate a trading platform, and

2. operate an auction platform for trading in emission allowances as a regulated market in accordance with Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing, administration and other aspects of auctioning of greenhouse gas emission allowances pursuant to Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community. For activities under the second paragraph 1, Chapter 8, Section 21 and Chapter 11 shall apply. What is stated in Chapter 8, Section 21 and Chapter 11 regarding securities institutions shall then refer to an exchange. For activities under the second paragraph 2, the provisions of this Act on regulated markets shall apply. If there are special reasons, the Swedish Financial Supervisory Authority may authorise an exchange to conduct also other activities.

Act (2017:679). Section 12 a An exchange may perform data reporting services in accordance with the Regulation on markets in financial instruments.

Act (2020:1157).

Authorisation for acquisition of property in certain cases

Section 13 An exchange may only, after authorisation by the Swedish Financial Supervisory Authority, acquire property if the exchange's consideration corresponds to more than 25 percent of its own funds. A permit shall be obtained before the acquisition. A permit shall be granted unless it can be assumed that the acquisition leads to a violation of this Act or other statutes.

Disciplinary Board

Section 14 A stock exchange shall have a disciplinary board with the task of handling cases concerning participants' and issuers' violations of the rules that apply on a regulated market operated by the stock exchange (disciplinary cases). If the case concerns a company that has a qualifying holding in the stock exchange, the disciplinary board is obliged to examine the case if the Financial Supervisory Authority requests it. If there are special reasons, the Financial Supervisory Authority may decide that a stock exchange does not need to have a disciplinary board. Section 15 A disciplinary board shall consist of a chairman, a deputy chairman and at least three other members. The chairman and the deputy chairman shall be legally trained and experienced as judges. Of the other members, at least two shall be well acquainted with conditions on the securities market. The disciplinary board may not include persons who are employed by the stock exchange, by a company that has a qualifying holding in the stock exchange, or by a company in the same group.

The board may not include persons who have a qualifying and permanent assignment for the stock exchange, for a company that has a qualifying holding in the stock exchange, or for a company in the same group. Section 16 With regard to the members of a disciplinary board, the provisions in Sections 16-18 of the Administrative Procedure Act (2017:900) on conflict of interest apply. Act (2018:829).

Authorisations

Section 17 The Government or the authority determined by the Government may issue regulations on

1. the supervision of trading and price formation under Section 7,

2. trading rules for a regulated market regarding limited companies' acquisition and transfer of their own shares on the regulated market, and

3. disciplinary board and the handling of disciplinary cases.

Act (2017:679).

Chapter 14. Participants in trading on a regulated market

Requirements for those participating in trading on a regulated market

Section 1 A stock exchange shall have rules on who may participate in trading on a regulated market. Section 2 As participants in trading on a regulated market, a stock exchange may have Sveriges riksbank and the Swedish National Debt Office as well as natural and legal persons who have a satisfactory capital strength, an appropriate organisation of the business, necessary risk management procedures, secure technical systems and who are otherwise suitable to participate in trading on the regulated market. Section 3 A participant on a regulated market may trade for its own account. A stock exchange may permit the following institutions and companies to participate in trading on a regulated market for the account of another:

1. securities institutions that are authorised to conduct securities business under Chapter 2, Section 1, item 2, and

2. foreign companies that in their home country may conduct such business as referred to in 1 and that there are under satisfactory supervision by an authority or other competent body. If a company within a group conducts trading exclusively for its own account and for the account of other group companies, the trading conducted by the company shall be considered trading for its own account when applying the first paragraph. Section 3 a Special provisions on participants in trading on a regulated market in the case of auctioning of emission allowances on an auction platform are found in Articles 15-21 of Regulation (EU) No 1031/2010. Act (2012:375). Section 3 b Has been repealed by Act (2025:316). Section 4 If a participant no longer meets the requirements for participating in trading on the regulated market, the stock exchange shall decide that the participant may no longer participate in trading. The stock exchange may attach to the decision the conditions deemed necessary to ensure an orderly settlement of the participant's obligations and to protect investors from loss.

Disclosure obligation and supervision

Section 5 A participant in trading on a regulated market shall provide the stock exchange with the information needed for the stock exchange to fulfil its tasks under this Act and other statutes. Section 6 A participant that is not under the supervision of the Financial Supervisory Authority is obliged, at the request of the Authority, to provide information on circumstances relating to participation in trading on the regulated market. The Authority may order such a participant to provide the requested information. If the Financial Supervisory Authority has addressed a request or an order under the first paragraph to a participant that is under the supervision of a competent authority in another country within the EEA, the Authority shall inform that authority. Section 7 A stock exchange shall monitor that participants comply with the requirements that apply for participation in trading on the regulated market.

Authorisation

Section 8 The Government or the authority determined by the Government may issue regulations on the supervision of participants in trading on a regulated market.

Chapter 15. Admission of financial instruments to trading, etc.

Conditions for admission to trading

Section 1 A stock exchange shall have clear and publicly disclosed rules for the admission of financial instruments to trading on a regulated market. Section 2 Financial instruments may be admitted to trading on a regulated market only if there are conditions for fair, orderly and efficient trading in the financial instruments and, when it concerns transferable securities, they are freely transferable. Options and futures may be admitted to trading on a regulated market only if there are conditions for reliable price setting and efficient settlement. Section 3 Financial instruments may be admitted to trading upon application by the issuer. Section 4 A financial instrument may be admitted to trading without the issuer having applied for it, if

1. the instrument is a transferable security that has already been admitted to trading on another regulated market, or

2. the instrument is not a transferable security. Section 5 If a financial instrument has been admitted to trading under Section 4, the stock exchange shall notify the issuer of the instrument. Section 5 a Shares may be admitted to trading on a regulated market if

1. the expected market value of the shares or, if the expected market value cannot be calculated, the company's equity and reserves from the most recent financial year amount to at least an amount in Swedish kronor corresponding to one million euro, and

2. the shares are distributed in such a way that

a) a sufficiently large number of shares are held by the public,

b) the shares are held by a sufficiently large number of shareholders, or

c) the market value of the shares held by the public corresponds to a sufficient level of subscribed capital in the relevant class of shares.The requirement to calculate the expected market value in the first paragraph 1 does not apply to shares that are exchangeable for shares that have already been admitted to trading on a regulated market.

Act (2026:232).

The issuer's duty to provide information etc.

Section 6 If transferable securities referred to in point 1 or 2 of the definition in Chapter 1, Section 4 have been admitted to trading on a regulated market upon application by the issuer or if the issuer has submitted an application for admission to trading, the following applies. The issuer shall

1. continuously inform the exchange about its operations, and

2. otherwise provide the exchange with the information it needs to be able to perform its duties under this Act and other statutes.If a company that has a qualifying holding in an exchange has issued transferable securities referred to in point 1 or 2 of the definition in Chapter 1, Section 4 and that have been admitted to trading on a regulated market operated by the exchange, the exchange shall immediately forward information under the first paragraph to the Swedish Financial Supervisory Authority. Act (2017:679).Section 7 In Article 17 of the European Parliament and Council Regulation

(EU) No 596/2014 there are provisions on the obligation for issuers to disclose inside information.

Act (2016:1313).Section 8 An issuer of transferable securities that, upon application by the issuer, have been admitted to trading on a regulated market shall immediately disclose all changes in the rights attached to the securities.If the person who has issued shares that have been admitted to trading on a regulated market has also issued derivative instruments with the shares as underlying asset, the issuer shall immediately also disclose changes in the rights attached to the derivative instruments. Act (2015:960).Section 9 An exchange shall continuously verify that the financial instruments admitted to trading meet the requirements of Section 2 and that issuers fulfil their information obligations under this Act and Article 17 of the European Parliament and Council Regulation (EU) No 596/2014. Act (2016:1313).Section 10 An exchange shall take measures to facilitate for participants in trading on a regulated market to obtain such information about issuers as has been disclosed under law or other statute.

Delisting

Section 11 An exchange shall reject a request for admission to trading or decide that a financial instrument shall no longer be admitted to trading (delisting), if the instrument does not meet the requirements applicable to admission to trading or if the issuer seriously neglects its obligations under this Act or any other statute or if the Swedish National Debt Office requests it under Chapter 14, Section 3, first paragraph 1 of the Act (2015:1016) on resolution or a foreign resolution authority requests it under national legislation implementing Article 64.1 c of the crisis management directive. Delisting of a financial instrument that has been admitted to trading shall also take place at the request of the person upon whose application the instrument has been admitted to trading. If it is appropriate from a public point of view, delisting may be postponed.An exchange may delist a financial instrument from trading also in cases other than those stated in the first paragraph, if it is not likely that the delisting causes substantial harm to investors or the functioning of the market.Delisting may not be decided without the issuer having been given the opportunity to comment on what has been added to the case by someone other than the issuer itself, unless it is obviously unnecessary or if the decision cannot be postponed. Act (2017:679).Section 11 a If an exchange decides on delisting of a financial instrument, the exchange shall also decide on delisting of financial derivative instruments related to that instrument when it is necessary with regard to the purpose of the delisting.An exchange shall immediately disclose a decision on delisting and inform the Swedish Financial Supervisory Authority of the decision. The Authority shall thereafter notify the other competent authorities within the EEA of the decision. Act (2017:679).

Registration

Section 12 Has been repealed by Act (2026:232).Section 13 Has been repealed by Act (2026:232).Section 14 Has been repealed by Act (2026:232).

Authorisations

Section 15 The Government or the authority determined by the Government may issue regulations on the exchange's supervision under Section 9.

Act (2026:232).

Chapter 15 a. Position limits and management of positions regarding commodity derivatives and derivatives relating to emission allowances

Commodity derivatives

Determination of position limits

Section 1 The Government or, after authorisation by the Government, the Swedish Financial Supervisory Authority may issue regulations that establish quantitative thresholds (position limits) for the net position that a natural or legal person may hold in agricultural commodity derivatives and critical or significant commodity derivatives traded on a trading venue and OTC contracts that economically correspond to these. Commodity derivatives shall be considered critical or significant if the size of open positions, calculated as the sum of all net positions held by ultimate position holders, is at least 300,000 lots on average over a period of one year. A position limit shall be determined for each agricultural commodity derivative and critical or significant commodity derivative traded on a trading venue in Sweden. The position limits shall be transparent and non-discriminatory and aim to prevent market abuse and promote orderly pricing and settlement. The position limits shall be determined in accordance with the calculation methods laid down in technical standards adopted by the European Commission pursuant to Article 57.12 of the Directive on markets in financial instruments and shall apply to all positions held by a natural or legal person or on behalf of a legal person at an aggregated group level. Act (2021:967). Section 2 In the event of significant changes in the underlying deliverable assets or in open contracts, or in the event of other significant changes in the market, the position limits shall be reviewed and new position limits determined. Act (2017:679).

Lower position limits in exceptional cases

Section 3 A lower position limit than that which follows from Section 1 may, in exceptional cases, be determined if required with regard to the liquidity of the specific market and the functioning of the market. The position limit shall be published on the Swedish Financial Supervisory Authority's website and shall apply for a maximum of six months from the day of publication. The validity period of the position limit may be extended by a maximum of six months at a time. An extension shall also be published on the Swedish Financial Supervisory Authority's website. Act (2017:679).

Joint position limit within the EEA

Section 4 The provisions of Section 1 do not apply to commodity derivatives for which a competent authority in another country within the EEA has determined such a joint position limit as referred to in Article 57.6 of the Directive on markets in financial instruments. When agricultural commodity derivatives referring to the same underlying asset and having the same characteristics are traded in significant volumes both on a trading venue in Sweden and on one or more trading venues in other countries within the EEA, a joint position limit shall be determined in accordance with Section 1, if the largest trading volume occurs on a trading venue in this country. A joint position limit shall also be determined when critical or significant commodity derivatives referring to the same underlying asset and having the same characteristics are traded both on a trading venue in Sweden and on one or more trading venues in other countries within the EEA, if the largest trading volume occurs on a trading venue in this country. Before a joint position limit is determined, consultation shall take place with the competent authorities of the trading venue or venues referred to in the second paragraph. Act (2021:967).

Application of position limits

Section 5 A natural or legal person who holds commodity derivatives traded on a trading venue or OTC contracts that economically correspond to these shall comply with the position limits determined in accordance with Sections 1-4 and the joint position limits determined by a competent authority in another country within the EEA. Position limits shall not apply to commodity derivatives that are transferable securities. Act (2021:967). Section 6 The Swedish Financial Supervisory Authority may, upon application, grant that a position limit shall not apply to

1. positions held by a non-financial entity or on behalf of such an entity and which in an objectively measurable way reduce the risks in the entity's business operations,

2. positions held by a financial entity or on behalf of such an entity, if it acts on behalf of a non-financial entity, when the entities are part of a predominantly commercial group and the positions in an objectively measurable way reduce the risks in the non-financial entity's business operations, and

3. positions held by a financial or non-financial counterparty and which in an objectively measurable way are a result of transactions entered into to fulfil obligations to provide liquidity on a trading venue, in accordance with requirements imposed by supervisory authorities under Union law or national law, or by the trading venues.

Act (2021:967).

Controls for position management regarding commodity derivatives and derivatives relating to emission allowances

Section 7 A securities institution or a stock exchange that operates a trading venue on which commodity derivatives or derivatives relating to emission allowances are traded shall apply controls for position management that give the institution or the stock exchange the power to

1. monitor open positions in such derivatives traded on the trading venue,

2. obtain access to information and documentation on the size of and purpose of a position in such derivatives or an exposure held, as well as information on the actual or indirect owner of the position,

3. obtain access to information and documentation on agreements, assets and liabilities on the market for the underlying asset of the derivative position,

4. require that the person who holds a position in such derivatives temporarily or permanently terminates or reduces the position, and

5. require, in order to mitigate the effects of a large or dominant position in such derivatives, that the person who holds the position temporarily provides liquidity to the market at an agreed price and in an agreed scope. The information according to the first paragraph, items 2 and 3, shall, where appropriate, also contain details of positions in commodity derivatives or derivatives relating to emission allowances on other trading venues and economically equivalent OTC contracts, if these positions

• refer to the same underlying commodity or emission allowance and have the same characteristics as commodity derivatives or derivatives relating to emission allowances traded on the trading venue referred to in the first paragraph, and

• is held through participants on that trading venue. Controls for position management shall be transparent and non-discriminatory. Act (2025:316). Section 8 The securities institution and the exchange shall have arrangements that enable them to close out or reduce positions for those who do not comply with a requirement under Section 7, first paragraph, item 4. The securities institution and the exchange shall provide the Financial Supervisory Authority with detailed information on the controls referred to in Section 7, first paragraph. Act (2017:679).

Information to the European Securities and Markets Authority

9 § The Swedish Financial Supervisory Authority shall submit to the European Securities and Markets Authority

1. detailed information on the position limits that have been set, and

2. the information on position management controls that the Authority has received pursuant to the second paragraph of section 8. Act (2017:679).

Classification into categories of those holding positions

10 § A securities undertaking or an exchange that operates a trading venue on which commodity derivatives or derivatives relating to emission allowances are traded shall classify those who hold positions in such financial instruments into the following categories:

1. securities companies, foreign securities firms, credit institutions or foreign credit institutions,

2. securities funds referred to in Chapter 1, Section 1, first paragraph, item 25 of the Act (2004:46) on securities funds or such fund companies as referred to in Chapter 1, Section 7, first paragraph of the same Act or AIF managers referred to in Chapter 1, Section 3 of the Act (2013:561) on managers of alternative investment funds,

3. other financial institutions and occupational pension institutions within the meaning of Directive 2003/41/EC of the European Parliament and of the Council of 3 June 2003 on the activities and supervision of institutions for occupational retirement provision, in its original wording,

4. commercial undertakings, or

5. operators subject to the obligation to comply with Directive 2003/87/EC of the European Parliament and of the Council, as amended by Regulation (EU) No 421/2014 of the European Parliament and of the Council.

Act (2025:316).

Disclosure of information on positions

11 § A securities undertaking or an exchange that operates a trading venue on which commodity derivatives or derivatives relating to emission allowances are traded shall publish a report every week containing information on

1. the total positions held by the various categories pursuant to section 10 for the commodity derivatives or derivatives relating to emission allowances traded on the trading venue,

2. the number of long and short positions per category and changes in these since the previous report,

3. the percentage of open contracts in total for each category, and

4. the number of persons holding a position in each category. In the report, positions held for the purpose of reducing the risks in an entity's business operations shall be distinguished from other positions. The report shall be submitted to the Swedish Financial Supervisory Authority and to the European Securities and Markets Authority. The first to third paragraphs apply only when the number of persons and open positions exceed the thresholds set out in Article 83 of the delegated regulation to MiFID II.

Act (2025:316).11 a § A securities undertaking or an exchange that operates a trading venue on which options relating either to commodities or to emission allowances are traded shall publish two such reports as referred to in section 11 every week, one of which shall exclude options. Act (2025:316).

Information to the Swedish Financial Supervisory Authority or the competent authority in another EEA country

12 § A securities undertaking or an exchange that operates a trading venue on which commodity derivatives or derivatives relating to emission allowances are traded shall submit to the Swedish Financial Supervisory Authority on a daily basis an account of the positions held by those participating in the trading and their clients.

Act (2025:316).13 § A securities undertaking that trades outside a trading venue in commodity derivatives or derivatives relating to emission allowances that are traded on a trading venue in Sweden shall submit to the Swedish Financial Supervisory Authority or, where applicable, the competent authority in another EEA country that has set a common position limit for the financial instrument, on a daily basis an account of its own, its clients' and end clients' positions in OTC contracts that are economically equivalent to such instruments. A Swedish securities undertaking that trades outside a trading venue in commodity derivatives or derivatives relating to emission allowances that are traded on a trading venue in another EEA country shall submit to the competent authority in that country or, where applicable, the competent authority that has set a common position limit for the financial instrument, on a daily basis an account of its own, its clients' and end clients' positions in OTC contracts that are economically equivalent to such instruments. Act (2025:316).

Reporting of positions to the operator of a trading venue

14 § Those participating in the trading on a trading venue on which commodity derivatives or derivatives relating to emission allowances are traded shall report their own, their clients' and end clients' positions in such financial instruments to the exchange or securities undertaking that operates the trading venue on a daily basis. Act (2025:316).

Exemption from the accounting and reporting of positions

15 § The provisions of sections 11-14 shall not apply to commodity derivatives that are transferable securities. Act (2021:967).

Chapter 16. Regular financial information

Scope of application

1 § The provisions of this chapter apply to an issuer that has Sweden as its home member state and whose transferable securities are admitted to trading on a regulated market. Special provisions on issuers that are not established in an EEA state are set out in sections 11 and 11 a. An issuer that does not have Sweden as its home member state shall, if the issuer's transferable securities are, upon application by the issuer, admitted to trading on a regulated market in Sweden, disclose regular financial information in accordance with the public regulation in the issuer's home member state within the EEA that follows from the Transparency Directive.

Act (2009:572).2 § The provisions of this chapter shall not apply if the issuer is

1. a state,

2. a region or a municipality or a corresponding regional or local authority in a state,

3. an intergovernmental organisation of which one or more EEA states are members,

4. the European Central Bank,

5. a central bank in an EEA state, or

6. the European Financial Stability Facility or other mechanisms established for the purpose of maintaining financial stability in the European Monetary Union.

Act (2019:929).3 § The provisions of this chapter shall not apply in respect of

1. units

a) in a securities fund or in such a fund company as referred to in Chapter 7 Section 7 of the Act (2004:46) on securities funds, or

b) in a special fund or in such an alternative investment fund as referred to in Chapter 4 Section 2 or 3 of the Act (2013:561) on managers of alternative investment funds,

2. money market instruments with a maturity of less than one year, or

3. bonds or other transferable debt instruments each of which has a nominal value corresponding to at least 100 000 euro and which are not of the kind specified in Chapter 18 Section 2 first paragraph 1. Act (2013:579).

Annual and consolidated financial statements

4 § The issuer shall publish its annual financial statements and, where applicable, consolidated financial statements as soon as possible and at the latest four months after the end of each financial year. The annual and consolidated financial statements shall be audited by the issuer's auditor. The auditor's report and the review report shall be published together with the annual and consolidated financial statements. Provisions on auditing are contained in Chapter 4 a of the Savings Bank Act (1987:619), the Auditing Act (1999:1079), Chapter 9 of the Companies Act (2005:551), Chapter 17 Sections 11 and 12 of the Insurance Business Act (2010:2043), Chapter 8 of the Act (2018:672) on economic associations and Chapter 14 Section 9 of the Act (2019:742) on occupational pension companies. Act (2024:357).4 a § An issuer shall prepare the annual and consolidated financial statements in a format that enables uniform electronic reporting. Act (2015:960).

Half-yearly report

5 § An issuer of shares or of bonds or other transferable debt instruments which are not of the kind specified in Chapter 18 Section 2 first paragraph 1 shall publish an interim report for the first six months of the financial year (half-yearly report). The half-yearly report shall be published as soon as possible and at the latest two months after the end of the reporting period. The first paragraph shall not apply if the issuer has published a universal registration document that meets the requirements set out in Article 9.12 second paragraph of the Prospectus Regulation.

Act (2019:419).

Report on payments to authorities

6 § Issuers that carry on such activities as referred to in Section 2 1 or 2 of the Act (2015:812) on reporting of payments to authorities shall publish a report on payments to authorities at the latest six months after the end of the financial year. The report shall be prepared by applying Sections 4-7 and 10 of the Act on reporting of payments to authorities.

Act (2015:960).7 § Has been repealed by Act (2015:960).

Content of the annual and consolidated financial statements and the interim report

8 § For issuers with their seat in Sweden, provisions on annual and consolidated accounts and interim reports are found in the Annual Accounts Act (1995:1554), the Act (1995:1559) on Annual Accounts in Credit Institutions and Securities Companies and the Act (1995:1560) on Annual Accounts in Insurance Companies. In respect of consolidated accounts, Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards additionally applies.

Signing and Certification

9 § Those who are to sign an annual report or a consolidated report respectively shall, in connection with the signatures, state their position with the issuer. If it concerns an annual report, the signatories shall, immediately before the signatures, provide an assurance that the annual report has been prepared in accordance with generally accepted accounting practice and gives a true and fair view of the company's position and results and that the management report gives a true and fair overview of the development of the company's operations, position and results and describes significant risks and uncertainties facing the company. The signatories shall correspondingly provide an assurance that the annual report has been prepared in accordance with the sustainability reporting standards adopted pursuant to Article 29b of Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013 on the annual financial statements, consolidated financial statements and related reports of certain types of undertakings, amending Directive 2006/43/EC of the European Parliament and of the Council and repealing Council Directives 78/660/EEC and 83/349/EEC and the specifications adopted pursuant to Article 8.4 of Regulation (EU) of the European Parliament and of the Council

2020/852. If it concerns a consolidated report, the signatories shall, immediately before the signatures, provide an assurance that the consolidated report has been prepared in accordance with the international accounting standards referred to in Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards and gives a true and fair view of the group's position and results and that the group management report gives a true and fair overview of the development of the group's operations, position and results and describes significant risks and uncertainties facing the companies included in the group. The signatories shall correspondingly provide an assurance that the consolidated report has been prepared in accordance with the standards and specifications referred to in the second paragraph. Lag (2024:357). 10 § A half-year report shall be signed applying Chapter 2, Section 7 of the Annual Accounts Act (1995:1554). Those who sign a half-year report shall, in connection with the signatures, state their position with the issuer. They shall also, immediately before the signatures, provide an assurance that the half-year report gives a fair overview of the company's and, where applicable, the group's operations, position and results, and describes significant risks and uncertainties facing the company and the companies included in the group.

Issuers without a registered office in a state within the EEA

Section 11 An issuer that does not have a registered office in a state within the EEA may apply such provisions on annual and consolidated accounts as well as half-year reports as are found in a public regulation in a state outside the EEA, if these provisions correspond to the requirements imposed on such regular financial information in the Transparency Directive.An issuer that does not have a registered office in a state within the EEA may also apply such provisions on consolidated accounts and half-year reports for the group as are found in a public regulation in a state outside the EEA, if the conditions in Article 1 of Commission Decision No. 961/2008/EC of 12 December 2008 on the use by third-country issuers of certain third-country accounting standards and international accounting standards in the preparation of their consolidated accounts, as amended by Commission Implementing Decision 2012/194/EU, are met.If a third country's provisions according to the first paragraph are not considered equivalent or if the conditions according to the second paragraph are not met, the issuer shall prepare annual and consolidated accounts and half-year reports, respectively, in accordance with the provisions stated in Section 8 and that apply to an issuer of the corresponding type. Act (2015:960).Section 11 a If an issuer that does not have a registered office in a state within the EEA engages a natural person or a company from a third country for the audit of annual or consolidated accounts or a sustainability report or a sustainability report for the group, the person engaged shall be registered according to Section 16 b of the Auditors Act (2001:883). Act (2024:357).

Monitoring of regular financial information

Section 12 The Government or the authority determined by the Government may decide to hand over the task of monitoring that an issuer referred to in Section 1, first paragraph, prepares such regular financial information as stated in Sections 4 and 5 in accordance with the provisions that apply to the issuer to a body with representative representatives in the accounting field. Act (2018:1371).Section 13 If the monitoring has been handed over to a monitoring body referred to in Section 12, the following provisions of the Administrative Procedure Act (2017:900) apply when the body handles cases under this Act:

• Sections 16-18 on conflict of interest,

• Section 24 on when one may provide information orally,

• Section 25 on communication,

• Section 27 on documentation of information,

• Section 31 on documentation of decisions,

• Section 32 on reasoning of decisions,

• Section 33, first and third paragraphs on notification of the content of decisions,

• Section 36 on correction of clerical errors and the like,

• Section 37, first paragraph on when an authority may amend a decision, and

• Section 38 on when an authority shall amend a decision.A person who is or has been connected to the monitoring body as an employee or contractor may not without authorization disclose or use what he or she in the employment or under the assignment has learned about another's business relationships or personal circumstances. Act (2018:1371).Section 14 If the monitoring has been handed over to a monitoring body referred to in Section 12, an issuer that publishes such regular financial information as referred to in Sections 4 and 5 shall simultaneously provide the information to the body. Act (2018:1371).Section 15 A monitoring body referred to in Section 12 shall regularly report to the Financial Supervisory Authority on its monitoring. Act (2018:1371).

Authorizations

Section 16 The Government or the authority determined by the Government may issue regulations on

1. what requirements a third country's provisions shall meet to be applied according to Section 11, first paragraph,

2. the monitoring of regular financial information at a monitoring body referred to in Section 12, and

3. the content, scope and fulfillment of the reporting according to Section 15. Act (2018:1371).

Chapter 17. Common provisions on information to be published by issuers

Scope of application

Section 1 An issuer of transferable securities that has Sweden as its home Member State shall apply the provisions of this chapter for such information that shall be published according to Chapter 1, Section 9 b, Chapter 15, Section 8 and Chapter 16.An issuer of transferable securities that does not have Sweden as its home Member State shall, if the securities are admitted to trading on a regulated market in Sweden, apply the provisions that have been issued with support of Section 5, first paragraph, item 2 for such information that shall be published according to Chapter 1.

Section 9 b, Chapter 15, Section 8 and Chapter 16, Section 1, third paragraph. If such an issuer's transferable securities are not admitted to trading on a regulated market in the issuer's home Member State, the issuer shall also apply Section 2. Act (2016:1313).

Publication of information

Section 2 The information shall be published so that it quickly and in a non-discriminatory manner becomes available to the public within the EEA.

Information to the Financial Supervisory Authority

Section 3 Information that is published shall simultaneously be provided to the Financial Supervisory Authority.

Storage of the information

Section 4 The Financial Supervisory Authority shall ensure that there is a storage function where information provided to the authority according to Section 3 is stored electronically.The information shall be easily accessible to those who wish to take part in it.

Authorizations

Section 5 The Government or the authority determined by the Government may issue regulations on

1. how the publication according to Section 2 shall be made,

2. in which language the information shall be published, and

3. information that shall be provided to the Financial Supervisory Authority according to Section 3.The Government may issue regulations on the storage function according to Section 4. Act (2026:634).

Chapter 18. Other requirements on issuers

Special provisions on shares

1 § An issuer of shares that, upon application by the issuer, are admitted to trading on a regulated market in Sweden shall appoint a financial institution through which the shareholders shall be able to exercise their financial rights.

Special provisions on debt instruments

2 § In 3-6 §§, debt instruments means bonds and other transferable debt obligations, with the exception of such as

1. if converted or if the rights they confer are exercised, entitle the holder to acquire shares or financial instruments comparable to shares, or

2. consist of money market instruments with a maturity of less than one year. The provisions of 3-6 §§ shall apply in respect of debt instruments that, upon application by the issuer, are admitted to trading on a regulated market in Sweden. The provisions of 4-6 §§ shall not apply in respect of debt instruments issued by a state within the EEA or by a region or a municipality or equivalent regional or local authority within the EEA. In 8 § there are provisions on exemptions from 3-6 §§ for certain issuers not domiciled in a state within the EEA.

Act (2019:929). 3 § An issuer of debt instruments shall ensure that all holders of such debt instruments that have been issued at the same time and on the same terms are treated equally with respect to the rights attached to the debt instruments. 4 § An issuer of debt instruments may not prevent holders of the debt instruments from exercising their rights through a proxy to another person. If the issuer of the debt instruments is not domiciled in Sweden, the first paragraph applies only if the legislation of the state in which the issuer is domiciled permits such a proxy. 5 § If an issuer of debt instruments intends to hold a meeting with holders of the debt instruments, the issuer shall

1. inform the debt instrument holders of the place, time and agenda of the meeting and of what is required for a holder to be entitled to participate in the meeting, and

2. provide the debt instrument holders with a proxy form. The proxy form shall be provided together with the notice of the meeting, if the notice is sent to the debt instrument holders. If the notice is given in any other way, the proxy form shall be provided to the debt instrument holders upon request after the meeting has been announced. 6 § An issuer of debt instruments shall inform the debt instrument holders about the payment of interest, the exercise of rights regarding conversion, exchange, subscription or cancellation, and repayment. The issuer shall appoint a financial institution through which the debt instrument holders shall be able to exercise their financial rights.

Issuers not domiciled in a state within the EEA

7 § The provisions of 8-12 §§ apply to a person who has issued the transferable securities specified therein that are admitted to trading on a regulated market in Sweden, if the issuer is not domiciled in a state within the EEA and has Sweden as its home Member State. 8 § For an issuer of debt instruments, the Swedish Financial Supervisory Authority may, upon application, decide on an exemption from the provisions of 3-6 §§, if the issuer meets the requirements laid down in a public regulation in a state outside the EEA and that correspond to these provisions. The Swedish Financial Supervisory Authority shall notify the European Securities and Markets Authority of the exemptions granted. Act (2012:197). 9 § For an issuer of shares, the Swedish Financial Supervisory Authority may, upon application, decide on an exemption from the provisions of 10-12 §§, if the issuer meets the requirements laid down in a public regulation in a state outside the EEA and that correspond to these provisions. The Swedish Financial Supervisory Authority shall notify the European Securities and Markets Authority of the exemptions granted. Act (2012:197). 10 § An issuer of shares shall treat all shareholders who hold shares of the same class equally. 11 § Before a general meeting, an issuer of shares shall inform the shareholders of

1. the place, time and agenda of the meeting,

2. the total number of shares and voting rights, and

3. shareholders' right to participate in the meeting. 12 § An issuer of shares may not prevent shareholders from exercising their rights through a proxy to another person, if the legislation of the state in which the issuer is domiciled permits such a proxy to be used. If a proxy may be used, the issuer shall, before a general meeting, provide a proxy form to those entitled to vote at the meeting.

Chapter 19. The chapter has been repealed by Act (2024:115).

Chapter 20. The chapter has been repealed by Act (2024:115).

Chapter 21. The chapter has been repealed by Act (2024:115).

FOURTH PART

Certain common provisions

Chapter 22. Suspension of trading, etc.

Trading halt

1 § The Swedish Financial Supervisory Authority shall, following a notification of a trading halt under Chapter 11, Section 12, fourth paragraph, or Chapter 13,

Section 7 a, fourth paragraph, as soon as possible decide whether the trading halt shall continue, if it was due to

1. suspected market abuse,

2. a takeover bid,

3. investors not having sufficient access to information about the issuer or the financial instrument, or

4. the issuer's position being such that trading would harm investors' interests. The Swedish Financial Supervisory Authority may, without a prior decision by a stock exchange or a securities institution, decide on a trading halt on such grounds as are set out in the first paragraph. The Swedish Financial Supervisory Authority may also decide on a trading halt if a stock exchange or a securities institution does not suspend or restrict trading even though significant price movements in a financial instrument or financial instruments related to that instrument have led to disorderly trading conditions on one or more markets. In such a situation, the Swedish Financial Supervisory Authority may also order

1. a stock exchange or a securities institution to remove a financial instrument from trading or to delist or deregister a financial instrument, or

2. a company or anyone else to take measures to reduce the size of a position or exposure in financial instruments or not to enter into a commodity derivative contract. In the Act (2019:414) with supplementary provisions to the EU Prospectus Regulation, there are further provisions on the right of the Financial Supervisory Authority to decide on trading halts in certain cases. Act (2025:316). Section 2 The Financial Supervisory Authority may decide that trading through systematic internalisers or in other trading organised by an investment firm shall be interrupted in a financial instrument on such grounds as are stated in Section 1, first paragraph. If the Financial Supervisory Authority has issued a decision on a trading halt under the first paragraph, Section 1, first paragraph 1, 2 or 4 or Section 1, second or third paragraph, the exchange or the investment firm shall decide when trading can be resumed. A decision to resume trading may, unless there are special reasons, be issued only after consultation with the Authority. If a decision to resume trading has been issued without prior consultation with the Authority, the exchange or the investment firm shall immediately notify the Authority of the decision. If the Financial Supervisory Authority has issued a decision on a trading halt on such grounds as are stated in Section 1, first paragraph 3, the Authority shall decide when trading can be resumed. Before that decision, the Authority shall consult with the exchange or the investment firm.

Act (2025:316). Section 2 a The Financial Supervisory Authority shall examine whether the conditions in Section 1 or Section 2, first paragraph on trading halt are met, if the Swedish National Debt Office requests it under Chapter 14, Section 3, first paragraph 3 of the Act (2015:1016) on resolution or a foreign resolution authority requests it under national legislation implementing Article 64.1 c of the Crisis Management Directive.

Act (2017:679). Section 3 If the Financial Supervisory Authority has been notified by a competent authority in another country within the EEA that that authority has requested that trading in a financial instrument on a regulated market be interrupted or has issued a decision on this, the Authority shall decide that trading in the same instrument on a regulated market, trading venue or otherwise through an investment firm in Sweden shall be stopped. Trading may not be interrupted under the first paragraph if it would seriously harm investors' interests or prevent the market from functioning correctly. Section 4 A decision on a trading halt may not apply for longer than is necessary. Section 5 If trading in a certain financial instrument has been interrupted under Section 1 or 2 and this instrument constitutes the underlying asset for another financial instrument that is the subject of trading on a regulated market or a trading venue or otherwise through an investment firm, the exchange or the investment firm, respectively, shall immediately interrupt trading also in the financial instrument that does not constitute the underlying asset. Trading may be resumed only when trading in the financial instrument that constitutes the underlying asset has been resumed. If there are special reasons, the Financial Supervisory Authority may, upon application, decide on an exemption from the first paragraph. Trading may not be interrupted if it would seriously harm investors' interests or prevent the market from functioning correctly. Act (2017:679). Section 6 If trading in a certain financial instrument has been interrupted under Section 1 or 2, other trading in the same instrument on a regulated market or trading venue shall also be interrupted. An investment firm may not either trade or participate in trading in a financial instrument to which the decision relates. However, a previously agreed transaction may be carried out. Trading may not be interrupted if it would seriously harm investors' interests or prevent the market from functioning correctly. Act (2017:679).

Closing

Section 7 In the event of war, danger of war or other abnormal conditions, the Government may decide that all trading on a regulated market shall be closed. In urgent cases, such a decision may be issued by the exchange after consultation with the Financial Supervisory Authority. The exchange's decision, which may cover at most one week, shall immediately be submitted to the Government.

Publication of decisions on trading halt or closing

Section 8 Decisions under this chapter on trading halt or closing shall be published immediately. If the Financial Supervisory Authority has issued a decision on a trading halt under Section 1 or 2, the Authority shall simultaneously notify the competent authorities in other countries within the EEA and the European Securities and Markets Authority. Notification under the first paragraph shall also be made if the Financial Supervisory Authority has issued a decision not to stop trading under Section 3 and when a decision on a trading halt under Section 1 or 2 has ceased to apply. Act (2017:679).

Chapter 23. Supervision

Supervision and its scope

Section 1 The Financial Supervisory Authority supervises

• investment firms,

• exchanges,

• data reporting service providers, when the Financial Supervisory Authority is the competent authority under the Regulation on markets in financial instruments,

• central counterparties, and

• such foreign companies that have permission to operate a regulated market from a branch in Sweden.For Swedish securities institutions, exchanges, data reporting service providers and Swedish central counterparties, the supervision includes that the business is conducted in accordance with this law, other statutes that regulate the company's operations, the company's articles of association, statutes or regulations and internal instructions that have their basis in a statute that regulates the company's operations.For a foreign company that operates securities business or a regulated market from a branch in Sweden, the supervision includes that the company complies with the laws and other statutes that apply to the company's operations in Sweden.The Finansinspektionen has additionally supervision over that the provisions on regular financial information in Chapter 16 are followed. Law (2024:115).Section 1 a If the Finansinspektionen during inspection or in another way has discovered a circumstance that can be assumed to be connected with or constitute money laundering or financing of terrorism, the inspectorate shall particularly check that the securities company's owners and management meet the suitability requirements in this law.

Law (2020:1210).Section 2 Securities institutions, exchanges, data reporting service providers that the Finansinspektionen has supervision over, central counterparties and such foreign companies that have permission to operate a regulated market from a branch in Sweden shall provide the Finansinspektionen information about their operations and related circumstances in accordance with regulations issued with support of the law.Securities institutions, exchanges and such foreign companies that have permission to operate a regulated market from a branch in Sweden shall provide the Finansinspektionen such information about issuers that is connected with the control of that the issuers fulfill their information obligation according to Article 17 of the Market Abuse Regulation in accordance with regulations issued with support of the law.The companies shall, in addition to what is stated in the first and second paragraphs, provide the Finansinspektionen the information that the inspectorate requests.The Finansinspektionen may also request such information as referred to in the first and third paragraphs from persons who are employed at the companies referred to in the first paragraph and from persons who are employed in companies referred to in Chapter 6, Section 1 of the law (2014:968) on special supervision over credit institutions and securities companies. Law (2024:115).Section 2 a The Government or the authority that the Government determines issues regulations on that certain information that according to Section 2 first paragraph shall be provided to the Finansinspektionen instead shall be provided to Statistics Sweden. Law (2014:491).Section 2 b In connection with a review and evaluation of a securities company, the Finansinspektionen may, when applying Article 84 of the Capital Requirements Directive, determine that the company shall use the standard method instead of

• internal methods, or

• the simplified standard method.

Law (2020:1210).Section 3 For the supervision of that the provisions in this law and the regulation on markets for financial instruments and regulations issued with support of the law are followed, the Finansinspektionen may request that

1. a company or someone else provides information, documents or other, and

2. the one who is expected to be able to provide information in the matter appears for hearing at the time and place that the inspectorate determines.The first paragraph does not apply to the extent that the provision of information would conflict with the statutory duty of confidentiality for lawyers.When applying Chapter 16, Sections 1-12 and Chapter 17, Sections 1-4, the first paragraph 2 does not apply.If a request from a foreign authority according to Section 6 a concerns a question that relates to regulation corresponding to that in Chapter 16,

1-12 or Chapter 17, Sections 1-4, the first paragraph 2 does not apply.The Finansinspektionen may order the one who does not follow a request according to the first paragraph to rectify.

Law (2017:679).Section 3 a The Finansinspektionen may, when it is necessary to fulfill the requirements in this law or the regulation on markets for financial instruments and regulations issued with support of the law, order a company or someone else to

1. take measures to reduce the size of a position or exposure in financial instruments, and

2. not enter a commodity derivative contract. Law (2017:679).Section 3 b The Finansinspektionen may stop marketing or sale of financial instruments or structured deposits, if the securities institution that has produced the product has not developed or applied an effective process for product approval or otherwise not fulfilled the requirements in Chapter 8, Sections 13 and 14.Provisions on the Finansinspektionen's right to prohibit marketing or sale of financial instruments or structured deposits in other cases are found in Article 42 of the regulation on markets for financial instruments.

Law (2017:679).Section 3 c A securities company and a company referred to in Chapter 1, Section 1 first paragraph 2 of the law (2015:1016) on resolution shall notify the Finansinspektionen if it fails or is likely to fail. The Finansinspektionen shall immediately inform the Swedish National Debt Office and other affected resolution authorities about the notification.If the company has neglected its obligations according to the first paragraph, the Finansinspektionen shall intervene according to Chapter 25.

Law (2017:679).

Register of agreements

Section 3 d The Finansinspektionen may decide that a securities company shall establish registers of its financial agreements and other agreements of significant importance for the securities company's operations. Law (2017:679).

Correction of incorrect or misleading information

Section 3 e If information that a securities institution has provided to customers is deficient, incorrect or misleading, the Finansinspektionen may warn the public or otherwise publish correct information. Law (2026:232).

On-site investigation

Section 4 The Finansinspektionen may when it is necessary carry out an investigation at

1. a securities institution,

2. an exchange,

3. a provider of data reporting services that Finansinspektionen supervises,

4. a central counterparty,

5. such a foreign undertaking that has authorisation to operate a regulated market from a branch in Sweden, and

6. an issuer that, pursuant to Chapter 16, Sections 1-3, is covered by the obligation under the same chapter to prepare and publish regular financial information. Finansinspektionen may also carry out an investigation at a tied agent or at an undertaking that has been commissioned by a securities institution to perform certain work or certain functions, if it is necessary for the supervision of the institution. Before an investigation is carried out at a foreign undertaking that has established a branch pursuant to Chapter 4, Section 1, first paragraph, item 1, Finansinspektionen shall consult with the competent authority in the EEA country that has authorised the foreign undertaking.

Act (2024:115).

Assistance

Section 4 a Finansinspektionen may request assistance from the Swedish Enforcement Authority for an on-site inspection pursuant to Article 38d of the Regulation on markets in financial instruments to be carried out. In the case of assistance, the provisions of the Enforcement Code on enforcement of obligations that do not concern payment liability, eviction or removal apply. If Finansinspektionen requests it, the Swedish Enforcement Authority shall not notify in advance the person at whom the inspection is to be carried out.

Act (2020:1157).

Enforcement of decisions on fees and penalties under the Regulation on markets in financial instruments

Section 4 b Decisions on fees or penalties under the Regulation on markets in financial instruments may be enforced in accordance with the provisions of the Enforcement Code in the same way as a Swedish judgment that has become final. Act (2020:1157).

Cooperation and exchange of information

Section 5 Finansinspektionen shall, to the extent that follows from Sweden's membership in the European Union, in its supervisory activities cooperate and exchange information with

1. other competent authorities,

2. the European Securities and Markets Authority,

3. the European Systemic Risk Board,

4. the European Central Bank,

5. the Authority for Combating Money Laundering and Financing of Terrorism,

6. the Agency for the Cooperation of Energy Regulators (Acer),

7. public bodies with competence for supervision of spot markets and auction markets,

8. competent authorities, registry administrators and other public bodies tasked with exercising supervision under Directive 2003/87/EC of the European Parliament and of the Council, as amended by Regulation (EU) No 421/2014 of the European Parliament and of the Council,

9. public bodies responsible for supervision, management and regulation of physical agricultural markets under Regulation (EU) No 1308/2013 of the European Parliament and of the Council of 17 December 2013 establishing a common organisation of the markets in agricultural products and repealing Council Regulations (EEC) No 922/72, (EEC) No 234/79, (EC) No 1037/2001 and (EC) No 1234/2007, and

10. public bodies within the EEA referred to in Article 56, first paragraph, point (h) of the Capital Requirements Directive. Finansinspektionen may, to the extent that follows from Article 58a of the Capital Requirements Directive, in its supervisory activities cooperate and exchange information with

1. the International Monetary Fund,

2. the World Bank,

3. the Bank for International Settlements, and

4. the Financial Stability Board. Act (2026:1066). Section 5 a Finansinspektionen may refer questions concerning a procedure of another competent authority within the EEA to the European Securities and Markets Authority for dispute resolution in the cases set out in Articles 57.6, 82, 86.1, 86.2 and 86.3 of the Directive on markets in financial instruments and Article 25.2a of the Transparency Directive. Finansinspektionen may refer questions concerning a procedure of another competent authority within the EEA to the European Banking Authority for dispute resolution in the cases set out in Articles 8.3, second paragraph, 8.4, second paragraph, 20.7 and 30.5-30.7 of the Crisis Management Directive. Finansinspektionen may also request that the European Banking Authority assist the competent authorities in reaching an agreement in the cases set out in Articles 8.2, third paragraph, 20.5, second paragraph, 25.4 and 30.4, second paragraph of the Crisis Management Directive. Act (2017:679). Section 6 Finansinspektionen shall, within the framework of its powers, upon request from a competent authority in another EEA country, provide or verify information needed for the foreign authority to be able to exercise its supervision under the Directive on markets in financial instruments. The foreign authority may be present at an inspection carried out by Finansinspektionen. If a foreign authority is present at an inspection, the European Securities and Markets Authority may also be present.

Act (2017:679). Section 6 a Finansinspektionen shall, within the framework of its powers, upon request from a competent authority in another country, provide or verify information needed for the foreign authority to be able to exercise its supervision. However, this applies only to the extent that it follows from an agreement on cooperation that Finansinspektionen, with the support of the Government's authorisation, has entered into with the foreign authority. If a request concerns legal assistance in criminal matters, the Act (2000:562) on international legal assistance in criminal matters applies instead. Act (2010:1863).

Audit

Section 7 Finansinspektionen has the right to appoint one or more auditors to participate, together with other auditors, in the audit of a Swedish securities institution, a stock exchange, a provider of data reporting services that Finansinspektionen supervises or a Swedish central counterparty. The Authority may at any time revoke such an appointment and appoint a new auditor. The auditor is entitled to reasonable remuneration from the undertaking for its work. The size of the remuneration is decided by Finansinspektionen.

Lag (2024:115).8 § An auditor shall immediately report to Finansinspektionen if, in the performance of his or her assignment in a securities company, a stock exchange or a provider of data reporting services supervised by Finansinspektionen, he or she becomes aware of circumstances that

1. may constitute a material violation of any statute regulating the company's operations,

2. may adversely affect the company's continued operation, or

3. may lead to him or her advising against the adoption of the balance sheet or income statement or to a remark under Chapter 9, Sections 33 or 34 of the Companies Act (2005:551) or Chapter 8, Sections 36 or 37 of the Act (2018:672) on Economic Associations.The auditor has a corresponding reporting obligation if he or she becomes aware of circumstances referred to in the first paragraph in the performance of an assignment that he or she has in the company's parent company or subsidiary or a company that has a similar connection with the company. Lag (2020:1157).9 § The obligation under Section 8 to report to Finansinspektionen also applies to such special examiners in securities companies, stock exchanges and providers of data reporting services as referred to in Chapter 10, Section 21 of the Companies Act (2005:551) or in Chapter 9, Section 1 of the Act (2018:672) on Economic Associations. Lag (2020:1157).10 § In the application of Chapter 9, Section 17 and Chapter 10, Section 10 of the Companies Act (2005:551) on disqualification of auditors and lay auditors, securities companies shall be considered as companies referred to in Chapter 9, Sections 13 or 14 of the same Act.

Convening of the board or general meeting

11 § Finansinspektionen may convene the board of a Swedish securities institution, a stock exchange or a Swedish central counterparty. The authority may also request that the board convene an extraordinary general meeting. If the board does not comply with such a request, the authority may issue the notice.Representatives of Finansinspektionen may attend general meetings and such board meetings as the authority has convened and participate in the deliberations. Lag (2024:115).

Fees to Finansinspektionen etc.

12 § Securities institutions, stock exchanges, providers of data reporting services supervised by Finansinspektionen, central counterparties and such foreign companies that have authorisation to operate a regulated market from a branch in Sweden shall cover the activities of Finansinspektionen and the activities of Statistics Sweden under the Act (2014:484) on a database for monitoring and supervision of the financial markets through annual fees.Finansinspektionen may charge fees for the examination of applications, notifications and communications under

1. this Act,

2. the Regulation on markets in financial instruments, and

3. Regulation (EU) 2022/858 of the European Parliament and of the Council.

Lag (2024:115).13 § The issuers referred to in Chapter 16, Section 1, first paragraph shall cover the activities of Finansinspektionen relating to accounting supervision through annual fees.If the supervision of regular financial information has been transferred to a supervisory body referred to in Chapter 16,

Section 12, the body may charge reasonable fees to the issuers referred to in the first paragraph to cover the supervision.

Lag (2018:1371).14 § If Finansinspektionen needs to engage someone with special expertise to assess a particular matter in the supervision under Section 1, the cost of this shall be paid by the company or the issuer to which the supervision relates.

Authorisations

15 § The Government or the authority determined by the Government may issue regulations on

1. what information a company shall provide to Finansinspektionen under Section 2, first and second paragraphs, and when the information shall be provided,

2. how the obligation to provide information under Section 3 and Article 26.6 of the delegated regulation to MiFID II shall be fulfilled,

3. product intervention under Article 42 of the Regulation on markets in financial instruments,

4. which securities companies shall establish registers as referred to in Section 3 d, what the registers shall contain and within what time the securities company shall submit the registers for different types of agreements,

5. current bookkeeping, annual accounts and annual reports at stock exchanges and at such foreign companies that have authorisation to operate a regulated market from a branch in Sweden, and

6. such fees as referred to in Section 12 and Section 13, first paragraph.

Lag (2024:115).

Chapter 24. Special provisions on the assessment of owners' suitability

1 § If a direct or indirect acquisition of shares or interests in a securities company or a stock exchange would mean that the acquirer's total holding constitutes a qualifying holding, authorisation from Finansinspektionen is required for the acquisition. The same applies to an acquisition that means that a qualifying holding is increased

1. so that it amounts to or exceeds 20, 30 or 50 per cent of the capital or voting rights for all shares or interests, or

2. so that the company becomes a subsidiary.Authorisation under the first paragraph shall be obtained before the acquisition. An application for authorisation shall be made in writing. If the acquisition has been made through division of marital property, inheritance, will, company division or in another similar way, authorisation is instead required for the acquirer to retain the shares or interests. The acquirer shall then apply for authorisation within six months after the acquisition.Finansinspektionen shall, within two working days from the receipt of a complete application to the authority, send a confirmation to the acquirer that the application has been received.

Lag (2024:115).1 a § The provisions in Sections 2, 4 and 5 do not apply to decisions on transfer, reduction or conversion under Chapter 6, Chapter 16, Chapter 17 or Chapter 21 of the Act (2015:1016) on resolution. Lag (2015:1032).2 § The question of authorisation under Section 1 for acquisition in a securities company may be decided only after consultation with the competent authority in another country within the EEA, if the acquirer is

1. a securities company, credit institution, electronic money company, or insurance company authorized in that country, or an asset management company domiciled in that country that is authorized there to conduct business in accordance with the provisions of Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS),

2. a parent company of such a company as referred to in 1, or

3. a natural or legal person who controls such a company as referred to in 1. Act (2011:885).Section 3 Authorization shall be granted for acquisitions referred to in Section 1, if the acquirer is deemed suitable to exercise a significant influence over the management of a securities company or a stock exchange and it can be assumed that the intended acquisition is financially sound. Consideration shall be given to the acquirer's likely impact on the operations of the securities company or the stock exchange.In the assessment according to the first paragraph, the acquirer's reputation and financial strength shall be taken into account. It shall also be considered

1. whether the person who as a result of the acquisition will be a member of the board of the securities company or the stock exchange or be the managing director of this company, or be a deputy for any of them, has sufficient insight and experience to participate in the management of a securities company or a stock exchange and is also otherwise suitable for such a task, and whether the board as a whole has sufficient knowledge and experience to manage the company,

2. whether there is reason to assume that the acquirer will counteract that the securities company's or the stock exchange's business is conducted in a manner consistent with this Act and other statutes regulating the company's operations, and

3. whether there is reason to assume that the acquisition is connected with or may increase the risk of

a) money laundering according to Chapter 1, Section 6 of the Act (2017:630) on measures against money laundering and financing of terrorism, or

b) financing of terrorism according to Section 6 of the Terrorist Offenses Act (2022:666) or attempt at such a crime, regarding terrorist offenses according to Section 4 of the same Act.If it concerns a securities company and the acquirer is a financial holding company or a mixed financial holding company, in the assessment of the acquirer's reputation, particular consideration shall be given to whether its management meets the requirements imposed on the management of such a company according to Chapter 1 a,

Section 2 or Chapter 3, Section 5 of the Act (2014:968) on special supervision over credit institutions and securities companies and Chapter 5, Section 16 of the Act (2006:531) on special supervision over financial conglomerates, respectively.If the acquisition of shares in a securities company would lead to close links between the company and someone else, authorization shall be granted only if the links do not prevent effective supervision of the company. Act (2026:1066).Section 3 a The Financial Supervisory Authority's decision in a matter concerning authorization for acquisition referred to in Section 1 shall be issued within 60 working days after the confirmation referred to in Section 1, third paragraph, was sent (the assessment period). If the Financial Supervisory Authority requests supplementary information, the assessment period may be extended.The Financial Supervisory Authority shall be deemed to have granted authorization for the acquisition, if the authority has not issued a decision regarding the application within the assessment period.If the Financial Supervisory Authority grants authorization for an acquisition, the authority may decide a certain time within which the acquisition shall be carried out. The authority may decide to extend the time.

Act (2009:365).Section 4 Anyone who has decided to divest a qualifying holding or such a large part of a qualifying holding that the holding thereby falls below any of the limits specified in Section 1, first paragraph, shall notify the Financial Supervisory Authority in writing of this. Act (2009:365).Section 5 When a securities company or a stock exchange becomes aware that shares or interests in the company have been acquired according to Section 1 or divested according to Section 4, the company shall promptly report the acquisition or divestment to the Financial Supervisory Authority. A stock exchange shall simultaneously publish the acquisition or divestment.When a securities company in other cases becomes aware that it has close links with someone else, the company shall promptly report this to the Financial Supervisory Authority.A securities company and a stock exchange shall annually report to the Financial Supervisory Authority the names of the shareholders or interest holders who have a qualifying holding of shares or interests in the company and the size of the holdings. A stock exchange shall simultaneously publish the information. Act (2024:115).Section 6 If a legal person has a qualifying holding in a securities company or a stock exchange, the legal person shall promptly report changes in who is part of its management to the Financial Supervisory Authority. Act (2024:115).Section 7 The Financial Supervisory Authority may decide that the owner of a qualifying holding of shares or interests at the general meeting may not represent more shares or interests than correspond to a holding that is not qualifying

1. if the owner counteracts or can be assumed to counteract that the securities company's or the stock exchange's operations are conducted in a manner consistent with the requirements of this Act and other statutes regulating the company's operations,

2. if the owner to a significant extent has neglected its obligations in business activities or in other economic matters or has been guilty of serious crime,

3. if the owner, when it concerns a securities company, is a financial holding company or a mixed financial holding company and its management does not meet the requirements imposed on the management of such a company according to Chapter 1 a, Section 2 or Chapter 3, Section 5 of the Act (2014:968) on special supervision over credit institutions and securities companies and Chapter 5, Section 16 of the Act (2006:531) on special supervision over financial conglomerates, respectively, or

4. if there is reason to assume that the holding is connected with or may increase the risk of

a) money laundering according to Chapter 1, Section 6 of the Act (2017:630) on measures against money laundering and financing of terrorism, or

b) financing of terrorism under Section 6 of the Terrorist Offences Act (2022:666) or attempt to commit such an offence, in respect of a terrorist offence under Section 4 of the same Act. If a person who holds a qualifying holding of shares or interests has not applied for authorisation for an acquisition referred to in Section 1, Finansinspektionen may decide that the holder may not represent the shares or interests at the general meeting to the extent they are subject to an authorisation requirement. If a person, in contravention of a decision by Finansinspektionen, holds a qualifying holding of shares or interests, the holder may not represent the shares or interests at the general meeting to the extent the holding is in contravention of the decision. Act (2026:1066). Section 8 Finansinspektionen may order an owner referred to in Section 7, first paragraph, to divest such a proportion of the shares or interests that the holding thereafter is not qualifying. An owner referred to in Section 7, second or third paragraph, may be ordered to divest such a proportion of the shares or interests that the holding does not contravene the Authority's decision. Section 8 a Finansinspektionen may, in addition to what is stated in Sections 7 and 8, decide that an owner of a securities company or a stock exchange who does not comply with the provisions of Section 1 or 4 shall pay an administrative fine determined in accordance with Chapter 25, Sections 9-10.

Act (2024:115). Section 9 Shares or interests that are subject to a prohibition under Section 7 or an order under Section 8 shall not be counted when the consent of owners of a certain proportion of the shares or interests in the company is required for a decision to be valid or for a power to be exercised. However, this does not apply if an administrator has been appointed under Section 10. Section 10 If there are special grounds, Finansinspektionen may apply for the district court to appoint a suitable person as administrator to represent such shares or interests that, under Section 7, may not be represented by the owner. Such an application is examined by the district court in the place where the owner is domiciled or, if the owner is not domiciled in Sweden, by Stockholm District Court. An administrator is entitled to reasonable compensation for work and expenses. The compensation shall be paid by the owner of the shares or interests and shall, on request, be advanced by the company.

If the person liable to pay does not accept the administrator's claim, the compensation is determined by the district court. Section 11 If a securities company has close links with another and this prevents effective supervision of the securities company, Finansinspektionen may order holders of shares that cause the links to be close to divest such a proportion of the shares that this is no longer the case. Finansinspektionen may also decide that the person or persons covered by an order under the first paragraph may not represent the shares at the general meeting. In such a case, the provisions of Section 10 shall apply. Section 12 /Ceases to apply U:2030-01-10/ The Government may issue regulations on the handling of authorisation cases under Sections 1, 3 and 3 a.

Act (2009:365). Section 12 /Enters into force I:2030-01-10/ The Government may issue regulations on the handling of authorisation cases under Sections 1, 3 and 3 a. The Government or the authority determined by the Government may issue regulations on

1. the notification of acquisition or divestment of shares or interests that shall be submitted to Finansinspektionen under Section 5, first paragraph, and

2. the notification of close links that shall be submitted to Finansinspektionen under Section 5, second paragraph. Act (2026:634).

Chapter 25. Interventions

Interventions against Swedish securities institutions, stock exchanges, Swedish data reporting service providers and Swedish central counterparties and certain natural persons

Section 1 If a Swedish securities institution, a stock exchange, a data reporting service provider over which Finansinspektionen has supervision or a Swedish central counterparty has failed to fulfil its obligations under this Act, other statutes regulating the company's activities, the company's articles of association, statutes or rules or internal instructions based on a statute regulating the company's activities, Finansinspektionen shall intervene. Finansinspektionen shall then

• issue an order to limit or reduce the risks in the business in some respect within a certain time, limit or completely refrain from dividends or interest payments or take any other measure to remedy the situation,

• issue a prohibition against executing decisions, or

• issue a remark. If the infringement is serious, the company's authorisation shall be revoked or, if sufficient, a warning shall be issued. Finansinspektionen shall also intervene by issuing an order in accordance with the second paragraph if it is likely that a securities company within twelve months will no longer fulfil its obligations under this Act or other statutes regulating the company's activities. In the case of revocation of authorisation for data reporting service providers, the provisions of Article 27e of the Regulation on markets in financial instruments apply. Before an authorisation is revoked under Article 27e.1 a of the Regulation because a provider has declared that it waives its authorisation or has not provided any services during the preceding six months, Finansinspektionen may first examine whether there are grounds to intervene against the provider under this Chapter and, if there are such grounds, decide on an intervention. Act (2024:115). Section 1 a /Ceases to apply U:2030-01-10/ Finansinspektionen shall intervene against a person who is a member of a Swedish securities institution's board of directors or is its managing director, or a deputy for either of them, if the securities institution has failed to fulfil its obligations under

1. Chapter 5, Section 1, 3, 6 or 7,

2. Chapter 6, Section 1, 4 or 6,

3. any of Chapter 8, Sections 8 e, 9-32 or 34 or regulations issued under any of the provisions of Chapter 8,

Section 35, items 3-11,

4. any of Chapter 9, Section 1, Section 8, third paragraph, 9-12, 14-17 a, 19 a-36, 38-41 or 43 or regulations issued under any of the provisions of Chapter 9, Section 50, items 1, 3-9 or 11,

5. any of Chapter 11, Section 1, Section 1 a, second paragraph, Sections 1 b-3, 4, 4 a or 12, or operates a growth market for small and medium-sized enterprises despite the requirements in Section 13 not being met,

6. any of Chapter 13, Sections 1 a-1 l,

7. any of Chapter 15 a, Sections 7, 8 or 10-14,

8. Chapter 22, Section 2, second paragraph, Section 5 or 6, or has not followed a decision or an injunction issued by the Swedish Financial Supervisory Authority under Chapter 22, Section 1, Section 2, first paragraph or Section 3,

9. Chapter 23, Section 2, first paragraph, or regulations issued under Chapter 23, Section 15, item 1, or has not followed a request, an injunction or a decision issued by the Swedish Financial Supervisory Authority under Chapter 23, Section 2, third paragraph, Section 3, first paragraph, Section 3 a or 3 b, or has opposed an investigation under Chapter 23, Section 4, or

10. any of Articles 5-10, 11.1-11.10, 12-14, 16.1, 16.2, 17, 18.1, 18.2, 19.1, 19.3, 19.4, 23-25, 26.1-26.8, 27, 28.1-28.8, 29, 30.1-30.4, 31.12 or 45 of Regulation (EU) 2022/2554 of the European Parliament and of the Council. Act (2025:316).Section 1 a /Enters into force in: 2030-01-10/ The Swedish Financial Supervisory Authority shall intervene against a person who is a member of the board of directors of a Swedish securities institution or is its managing director, or a deputy for any of them, if the securities institution has failed in its obligations under

1. Chapter 5, Sections 1, 3, 6 or 7,

2. Chapter 6, Sections 1, 4 or 6,

3. any of Chapter 8, Sections 8 e, 9-32 or 34, or regulations issued under any of the provisions in Chapter 8,

Section 35, items 3-9, 11 or 12,

4. any of Chapter 9, Section 1, Section 8, third paragraph, Sections 9-12, 14-17 a, 19 a-36, 38-41 or 43, or regulations issued under any of the provisions in Chapter 9, Section 50, items 1, 3-9 or 11,

5. any of Chapter 11, Section 1, Section 1 a, second paragraph, Sections 1 b-3, 4, 4 a or 12, or operates a growth market for small and medium-sized enterprises despite the requirements in Section 13 not being met,

6. any of Chapter 13, Sections 1 a-1 l,

7. any of Chapter 15 a, Sections 7, 8 or 10-14,

8. Chapter 22, Section 2, second paragraph, Section 5 or 6, or has not followed a decision or an injunction issued by the Swedish Financial Supervisory Authority under Chapter 22, Section 1, Section 2, first paragraph or Section 3,

9. Chapter 23, Section 2, first paragraph, or regulations issued under Chapter 23, Section 15, item 1, or has not followed a request, an injunction or a decision issued by the Swedish Financial Supervisory Authority under Chapter 23, Section 2, third paragraph, Section 3, first paragraph, Section 3 a or 3 b, or has opposed an investigation under Chapter 23, Section 4, or

10. any of Articles 5-10, 11.1-11.10, 12-14, 16.1, 16.2, 17, 18.1, 18.2, 19.1, 19.3, 19.4, 23-25, 26.1-26.8, 27, 28.1-28.8, 29, 30.1-30.4, 31.12 or 45 of Regulation (EU) 2022/2554 of the European Parliament and of the Council. Act (2026:634).Section 1 b The Swedish Financial Supervisory Authority shall intervene against a person referred to in Section 1 a if the securities institution has failed in its obligations under the regulation on markets in financial instruments by

1. not publishing, making available or providing information or meeting the requirements under

• Article 3.1 or 3.3,- Article 4.3, first paragraph,

• Article 5,

• Article 6,

• Article 7.1, third paragraph, first sentence,

• Article 8.1,

• Article 8a.2,

• Article 8b,

• Article 10,

• Article 11.1, second paragraph, first sentence, Article 11.1a, second paragraph, 11.1b or 11.3, fourth paragraph,

• Article 11a.1, second paragraph, first sentence or 11a.1, fourth paragraph,

• Article 12.1,

• Article 13.1 or 13.2,

• Article 14.1, 14.2 or 14.3,

• Article 15.1, first paragraph, second paragraph, first or third sentence or fourth paragraph, 15.2 or 15.4, second sentence,

• Article 17.1, second sentence,

• Article 20.1, 20.1a or 20.2, first sentence, or

2. not providing information to the Swedish Financial Supervisory Authority or storing information under Article 22.2,

3. not transmitting data to the data centre for consolidated tape providers under Article 22a.1, 22a.5, 22a.6 or 22a.7,

4. not meeting the data quality requirements under Article 22b.1,

5. not meeting the requirements for synchronisation of business clocks under Article 22c.1,

6. not carrying out transactions on a regulated market, an MTF platform, a market outside the EEA that has been deemed equivalent to a regulated market by a decision of the European Commission or via a systematic internaliser under Article 23.1, or by operating an internal matching system on a multilateral basis without authorisation under Article 23.2,

7. not keeping records or holding information available under Article 25.1 or 25.2,

8. not reporting information on executed transactions to the Swedish Financial Supervisory Authority under Article 26.1, first paragraph, 26.2, 26.3, 26.4, 26.5, 26.6, first paragraph or 26.7, first, second, third, fourth or eighth paragraph,

9. not providing or updating reference data for financial instruments under Article 27.1,

10. allowing a board member, the managing director or a deputy for any of them to undertake such an assignment in the institution or remain in the institution despite the requirements in Article 27f.1 not being met,

11. not ensuring that the board fulfils its obligations under Article 27f.3,

12. not meeting the organisational requirements in Article 27g.1-27g.5 or 27i.1-27i.4,

13. not carrying out transactions on a trading venue or on a market outside the EEA that has been deemed equivalent to a trading venue by a decision of the European Commission under Article 28.1,

14. not meeting the requirements regarding systems, procedures and arrangements under Article 29.2 or 30.1,

15. not keeping records and publishing information on post-trade risk reduction services under Article 31.3,

16. not providing transaction information or access to a trading venue under Article 36.1 or 36.3,

17. not making available a benchmark or a licence under Article 37.1 or 37.3,

18. receiving payment for order flow in contravention of Article 39a, or

19. not comply with a decision referred to in Articles 40-42. An intervention under the first paragraph 10, 11 or 12 may only be made if Finansinspektionen has supervision over the securities institution's activities as a provider of data reporting services. Act (2025:316). 1 c § An intervention under 1 a or 1 b § may be made only if the institution's infringement is serious and the person in question has caused the infringement intentionally or through gross negligence. An intervention is made through

1. a decision that the person in question for a certain period, at least three and at most ten years, or, for repeated serious infringements, permanently may not be a board member or managing director of a Swedish securities institution, or a deputy for any of them, or

2. a decision on a sanction fee. Act (2017:679). 1 d § Finansinspektionen shall, in addition to the cases specified in 1 a and 1 b §§, intervene against someone who is part of a securities company's board or is its managing director, or a deputy for any of them, if the securities company

1. has obtained authorisation to conduct securities business by providing false information or in another improper manner,

2. does not meet the requirements in Chapter 3, Section 5, first paragraph, or has allowed a board member, the managing director or a deputy for any of them to assume such a position in the company or remain in the company despite the requirements in Chapter 3, Section 1, first paragraph 5 or 6 or any of Chapter 8, Sections 8 b-8 d or in regulations issued pursuant to Chapter 3, Section 12, point 2 not being met,

3. has neglected its obligations under Chapter 5, Section 4,

4. does not meet the requirements in any of Chapter 8, Sections 3-6, 8 or 8 f or in regulations issued pursuant to Chapter 8, Section 35, point 1,

5. in contravention of Chapter 8 a, Section 2 or 3, refrains from drawing up or submitting a recovery plan or a group recovery plan,

6. in contravention of Chapter 8 b, Section 11, refrains from reporting that intra-group financial support is to be provided,

7. in contravention of Chapter 23, Section 3 c, refrains from notifying Finansinspektionen that the securities company is failing or is likely to fail,

8. in contravention of Chapter 24, Section 5, first paragraph, refrains from reporting to Finansinspektionen such acquisitions and disposals as referred to therein,

9. in contravention of Chapter 24, Section 5, third paragraph, refrains from reporting to Finansinspektionen the names of the owners who have a qualifying holding of shares in the company and the size of the holdings,

10. makes payments to holders of instruments included in the company's own funds in contravention of Article 28, 52 or 63 of the supervisory regulation, when these articles prohibit such payments to holders of instruments included in the own funds,

11. does not meet the requirement for own funds and eligible liabilities under Chapter 4 of the Act (2015:1016) on resolution or, in contravention of Chapter 28, Section 1 of the same Act, refrains from providing requested information to the Swedish National Debt Office,

12. has been found responsible for a serious, repeated or systematic infringement of the Act (2017:630) on measures against money laundering and financing of terrorism, or regulations issued pursuant to that Act,

13. refrains from providing information to Finansinspektionen or provides incomplete or incorrect information regarding compliance with the obligation to meet the own funds requirements under Article 11 of the securities companies regulation, in contravention of Article 54.1 b of that regulation,

14. refrains from providing information to Finansinspektionen or provides incomplete or incorrect information regarding concentration risks, in contravention of Article 54 of the securities companies regulation,

15. exposes itself to a concentration risk that exceeds the limits in Article 37 of the securities companies regulation,

16. on repeated occasions or systematically, in contravention of Article 43 of the securities companies regulation, refrains from holding liquid assets, or

17. refrains from providing information or provides incomplete or incorrect information, in contravention of the provisions in Part 6 of the securities companies regulation. If such a person as referred to in the first paragraph is subject to an authorisation or notification obligation under Chapter 24, Section 1 or 4 for the acquisition or disposal of shares or participations in the company, the first paragraph 8 and 9 shall not apply to that person in respect of these shares or participations. An intervention under the first paragraph may be made only if the company's infringement is serious and the person in question has caused the infringement intentionally or through gross negligence. An intervention is made through

1. a decision that the person in question for a certain period, at least three and at most ten years, or, for repeated serious infringements under the first paragraph 1, 2, 3, 8 or 9, permanently may not be a board member or managing director of a securities company, or a deputy for any of them, or

2. a decision on a sanction fee. Act (2021:503). 1 e § /Ceases to apply U:2030-01-10/ Finansinspektionen shall intervene against someone who is part of a stock exchange's board or is its managing director, or a deputy for any of them, if the stock exchange

1. has obtained its authorisation by providing false information or in another improper manner,

2. has allowed a board member, the managing director or a deputy for any of them to assume such a position in the company or remain in the company despite the requirements in Chapter 12, Section 2, point 4 or 5 or any of Sections 6 b-6 d not being met,

3. has neglected its obligations under

a) Chapter 8, Section 21 or regulations issued pursuant to Chapter 8,

Section 35, point 11,

b) any of Chapter 11, Section 1, Section 1 a, second paragraph, Sections 1 b-3, 4, 4 a or 12 or operates a growth market for small and medium-sized enterprises despite the requirements in Section 13 not being met,

c) Chapter 12, Section 6 e, 7 or 10 or regulations issued pursuant to any of the provisions in Chapter 12, Section 11, points 2-4,

d) any of Chapter 13, Sections 1-2, 6, 7 or 7 a or Section 12, fifth paragraph or regulations issued pursuant to Chapter 13, Section 17, point 1,

e) Chapter 14, Section 1, 2 or 3,

f) Chapter 15, Section 1, 2, 5, 9 or 10,

g) any of Chapter 15 a, Sections 7, 8 or 10-12,

h) Chapter 22, Section 2, second paragraph, Section 5 or 6, or has failed to comply with a decision or an injunction issued by the Swedish Financial Supervisory Authority under Chapter 22, Section 1 or 3, or

i) Chapter 23, Section 2, first paragraph, or regulations issued pursuant to Chapter 23, Section 15, item 1, or has failed to comply with a request, an injunction or a decision issued by the Swedish Financial Supervisory Authority under Chapter 23, Section 2, second paragraph, Section 3, first paragraph, or Section 3 b, or has opposed an investigation under Chapter 23, Section 4,

4. in contravention of Chapter 24, Section 5, first paragraph, fails to notify the Swedish Financial Supervisory Authority of such acquisitions and disposals as referred to therein,

5. in contravention of Chapter 24, Section 5, third paragraph, fails to notify the Swedish Financial Supervisory Authority of the names of the owners who have a qualifying holding of shares or interests in the company and the size of the holdings, or

6. has failed to fulfil its obligations under any of Articles 5-10, 11.1-11.10, 12-14, 16.1, 16.2, 17, 18.1, 18.2, 19.1, 19.3, 19.4, 23-25, 26.1-26.8, 27, 28.1-28.8, 29, 30.1-30.4, 31.12 or 45 of Regulation (EU)

2022/2554. If a person referred to in the first paragraph is subject to an authorisation or notification obligation under Chapter 24, Section 1 or 4, for the acquisition or disposal of shares or interests in the company, the first paragraph, items 4 and 5, shall not apply to that person in respect of those shares or interests. Act (2025:316). Section 1 e /Enters into force on 2030-01-10/ The Swedish Financial Supervisory Authority shall take action against a person who is a member of a stock exchange's board of directors or is its managing director, or a deputy for any of them, if the stock exchange

1. has obtained its authorisation by providing false information or in any other improper manner,

2. has allowed a board member, the managing director or a deputy for any of them to assume such a position in the company or remain in the company despite the requirements in Chapter 12, Section 2, item 4 or 5, or any of Sections 6 b-6 d not being met,

3. has failed to fulfil its obligations under

a) Chapter 8, Section 21, or regulations issued pursuant to Chapter 8, Section 35, item 12,

b) any of Chapter 11, Section 1, Section 1 a, second paragraph, Sections 1 b-3, 4, 4 a or 12, or operates a growth market for small and medium-sized enterprises despite the requirements in Section 13 not being met,

c) Chapter 12, Section 6 e, 7 or 10, or regulations issued pursuant to any of the provisions in Chapter 12, Section 11, items 2-4,

d) any of Chapter 13, Sections 1-2, 6, 7 or 7 a, or Section 12, fifth paragraph, or regulations issued pursuant to Chapter 13,

Section 17, item 1,

e) Chapter 14, Section 1, 2 or 3,

f) Chapter 15, Section 1, 2, 5, 9 or 10,

g) any of Chapter 15 a, Sections 7, 8 or 10-12,

h) Chapter 22, Section 2, second paragraph, Section 5 or 6, or has failed to comply with a decision or an injunction issued by the Swedish Financial Supervisory Authority under Chapter 22, Section 1 or 3, or

i) Chapter 23, Section 2, first paragraph, or regulations issued pursuant to Chapter 23, Section 15, item 1, or has failed to comply with a request, an injunction or a decision issued by the Swedish Financial Supervisory Authority under Chapter 23, Section 2, second paragraph, Section 3, first paragraph, or Section 3 b, or has opposed an investigation under Chapter 23, Section 4,

4. in contravention of Chapter 24, Section 5, first paragraph, fails to notify the Swedish Financial Supervisory Authority of such acquisitions and disposals as referred to therein,

5. in contravention of Chapter 24, Section 5, third paragraph, fails to notify the Swedish Financial Supervisory Authority of the names of the owners who have a qualifying holding of shares or interests in the company and the size of the holdings, or

6. has failed to fulfil its obligations under any of Articles 5-10, 11.1-11.10, 12-14, 16.1, 16.2, 17, 18.1, 18.2, 19.1, 19.3, 19.4, 23-25, 26.1-26.8, 27, 28.1-28.8, 29, 30.1-30.4, 31.12 or 45 of Regulation (EU) 2022/2554. If a person referred to in the first paragraph is subject to an authorisation or notification obligation under Chapter 24, Section 1 or 4, for the acquisition or disposal of shares or interests in the company, the first paragraph, items 4 and 5, shall not apply to that person in respect of those shares or interests. Act (2026:634). Section 1 f The Swedish Financial Supervisory Authority shall take action against a person referred to in Section 1 e if the stock exchange has failed to fulfil its obligations under the Regulation on markets in financial instruments by

1. not publishing, making available or providing information or meeting the requirements under

• Article 3.1 or 3.3,

• Article 4.3, first paragraph,

• Article 5,

• Article 6,

• Article 7.1, third paragraph, first sentence,

• Article 8.1,

• Article 8a.1 or 8a.2,

• Article 8b,

• Article 10,

• Article 11.1, second paragraph, first sentence, 11.1a, second paragraph, 11.1b or 11.3, fourth paragraph,

• Article 11a.1, second paragraph, first sentence, or 11a.1, fourth paragraph,

• Article 12.1, or

• Article 13.1 or 13.2,

2. not providing information to the Swedish Financial Supervisory Authority or storing information under Article 22.2,

3. not transmitting data to the data centre for consolidated tape providers under Article 22a.1, 22a.5, 22a.6 or 22a.7,

4. not meeting the data quality requirements under Article 22b.1,

5. not meeting the requirements for synchronisation of business clocks under Article 22c.1,

6. not keeping records or holding information available under Article 25.2,

7. not reporting details of transactions executed to the Swedish Financial Supervisory Authority under Article 26.5, 26.6, first paragraph, or 26.7, first, third or eighth paragraph,

8. not providing or updating reference data for financial instruments under Article 27.1,

9. allowing a board member, the managing director or a deputy for any of them to assume such a position in the company or remain in the company despite the requirements in Article 27f.1 not being met,

10. not ensuring that the board fulfils its obligations under Article 27f.3,

11. not meeting the organisational requirements in Article 27g.1-27g.5 or 27i.1-27i.4,

12. transactions in derivatives executed on the regulated market not being cleared by a central counterparty under Article 29.1,

13. not meeting the requirements regarding systems, procedures and arrangements under Article 29.2 or 30.1,

14. not keep registers and publish information on post-trade risk reduction services in accordance with Article 31.3,

15. not provide transaction data or access to a trading venue in accordance with Article 36.1 or 36.3,

16. not make available a benchmark or a licence in accordance with Article 37.1 or 37.3, or

17. not comply with a decision referred to in Articles 40-42. An intervention under the first paragraph 9, 10 or 11 may only be made if Finansinspektionen has supervision over the exchange's activities as a provider of data reporting services.

Act (2025:316). Section 1 g An intervention under Section 1 e or 1 f may only be made if the exchange's infringement is serious and the person in question has caused the infringement intentionally or through gross negligence. Intervention is made by decision on an administrative fine.

Act (2017:679). Section 1 h In the Act (2014:968) on special supervision of credit institutions and securities companies there are provisions on the possibility of intervening by a decision on a special capital base requirement and special liquidity requirements. In the Act (2014:966) on capital buffers there are provisions on intervention against a securities company that does not meet the capital base requirements under that Act. Act (2017:679). Section 1 i Finansinspektionen shall intervene against someone who is a member of a central counterparty's board of directors or is its managing director, or a deputy for either of them, if the central counterparty has failed in its obligations under the regulation on recovery and resolution of central counterparties by not

1. drawing up, maintaining and updating a recovery plan (Article 9),

2. providing the necessary information for drawing up a resolution plan (Article 13), or

3. notifying Finansinspektionen that the central counterparty is failing or is likely to fail (Article 70.1). Finansinspektionen shall also intervene against such a natural person as referred to in the first paragraph if the central counterparty has failed in its obligations under any of Articles 5-10, 11.1-11.10, 12-14, 16.1, 16.2, 17, 18.1, 18.2, 19.1, 19.3, 19.4, 23-25, 26.1-26.8, 27, 28.1-28.8, 29, 30.1-30.4, 31.12 or 45 of Regulation (EU) 2022/2554 of the European Parliament and of the Council. Intervention may be made through one or both of the following sanctions:

1. a decision that the natural person may not, for a certain period, at least three and at most ten years, be a board member or managing director of a central counterparty, or a deputy for either of them, or

2. a decision on an administrative fine. An intervention under the first or second paragraph may only be made if the central counterparty's infringement is serious and the natural person in question has caused the infringement intentionally or through gross negligence. Act (2024:1285). Section 1 j Finansinspektionen shall intervene against someone who is a member of a data reporting service provider's board of directors or is its managing director, or a deputy for either of them, if the provider has failed in its obligations under any of Articles 5-10, 11.1-11.10, 12-14, 16.1, 16.2, 17, 18.1, 18.2, 19.1, 19.3, 19.4, 23-25, 26.1-26.8, 27, 28.1-28.8, 29, 30.1-30.4, 31.12 or 45 of Regulation (EU) 2022/2554 of the European Parliament and of the Council. Intervention may be made through one or both of the following sanctions:

1. a decision that the natural person may not, for a certain period, at least three and at most ten years, be a board member or managing director of a data reporting service provider, or a deputy for either of them, or

2. a decision on an administrative fine. An intervention may only be made if Finansinspektionen has supervision over the data reporting service provider and if the provider's infringement is serious and the natural person in question has caused the infringement intentionally or through gross negligence. Act (2024:1285). Section 2 When choosing the sanction, Finansinspektionen shall take into account how serious the infringement is and how long it has continued. Particular consideration shall be given to the nature of the infringement, the infringement's concrete and potential effects on the financial system, damage that has arisen and the degree of responsibility. Finansinspektionen may refrain from intervention if an infringement is minor or excusable, if the company makes a correction or if the natural person has worked to make the company correct the matter, or if another authority or another body has taken measures against the company or the natural person and these measures are deemed sufficient. Act (2017:679). Section 2 a In addition to what is stated in Section 2, it shall be considered as an aggravating factor if the company or the natural person has previously committed an infringement. In this assessment, particular weight should be attached to whether the infringements are of a similar nature and the time that has elapsed between the different infringements. As a mitigating factor, it shall be considered if

1. the company or the natural person has, to a significant extent, through active cooperation facilitated Finansinspektionen's investigation, and

2. the company has quickly ceased the infringement or the natural person has quickly worked to have the infringement cease, after it was reported to or pointed out by Finansinspektionen. Act (2018:1226). Section 2 b When Finansinspektionen has reason to intervene against a securities company under Section 1 or 4 and the infringements are of such a nature or extent that there is reason to assume that the securities company may be subject to resolution under the Act (2015:1016) on resolution, Finansinspektionen shall notify the Swedish National Debt Office and Sveriges riksbank of this. Finansinspektionen shall also provide the Swedish National Debt Office with the information that the authority needs to prepare such measures as referred to in that act. Finansinspektionen shall also notify the securities company if the inspectorate considers that an increase of the capital in the securities company is necessary for the company not to fail. Act (2015:1032). Section 2 c If Finansinspektionen intervenes against a securities company when the conditions in Section 2 b are met, the inspectorate shall state in the decision that the intervention is such a crisis management measure as referred to in the Act (2015:1016) on resolution. Act (2015:1032). Section 3 Finansinspektionen may order a Swedish securities institution to cease operations that include trading in financial instruments on a market, if, with regard to the rules for or the supervision of the market, it appears clearly inappropriate for the institution to conduct trading there. Section 4 If a person who is part of the board of a securities company, a stock exchange or a provider of data reporting services that Finansinspektionen supervises, or is the managing director, does not meet the requirements set out in Chapter 3, Section 1, first paragraph, item 5 and Chapter 12, Section 2, item 4 and Article 27f of the Regulation on markets for financial instruments, Finansinspektionen shall revoke the company's authorisation. However, this may be done only if the inspectorate has first decided to point out to the company that the person or persons do not meet the requirements and if he or she or these, after a period determined by the inspectorate of at most three months has passed, are still remaining on the board or as managing director. The first paragraph also applies if the board as a whole does not meet the requirements set out in Chapter 3, Section 1, item 6 and Chapter 12, Section 2, item 5 and Article 27f of the Regulation on markets for financial instruments. Instead of revoking the authorisation, Finansinspektionen may decide that a board member or managing director may no longer be such. The inspectorate may then appoint a replacement. The replacement's assignment applies until the company has appointed a new board member or managing director. What is said in the first and third paragraphs about managing director shall also apply to a deputy for managing director.
Act (2025:633). Section 5 Finansinspektionen shall revoke the authorisation of a Swedish securities institution or a stock exchange if

1. the company has obtained the authorisation by providing false information or in some other improper manner,

2. the company has not, within one year from the granting of the authorisation, begun to conduct such business as the authorisation covers,

3. the company has declared that it waives the authorisation,

4. the company has not, during a continuous period of six months, conducted such business as the authorisation covers, or

5. when it concerns Swedish public limited companies that have been granted authorisation to operate a regulated market, the company's equity falls below two thirds of the registered share capital and the deficit has not been covered within three months from the time it became known to the company. If a company's authorisation is to be revoked due to such circumstances as referred to in the first paragraph, items 3-5, Finansinspektionen may, before the authorisation is revoked, first consider whether there are grounds to intervene against the company under this chapter and, if there are such grounds, decide on an intervention. In the cases referred to in the first paragraph, items 1, 2, 4 and 5, a warning may be issued instead if that is sufficient. When applying the first paragraph, item 5, the equity shall be calculated in accordance with Chapter 25, Section 14 of the Companies Act (2005:551). If a securities institution's or a stock exchange's authorisation is revoked, Finansinspektionen shall notify the European Securities and Markets Authority. Act (2024:115). Section 6 If the authorisation is revoked, Finansinspektionen may decide how the winding up of the business shall be carried out. A decision on revocation may be combined with a prohibition to continue the business. Section 7 If a competent authority in another country has notified Finansinspektionen that a securities company has infringed regulations applicable in that country for the company, the inspectorate shall take the measures specified in Sections 1, 2 and 4-6 against the company, if there is any circumstance referred to there.

The inspectorate shall notify the competent authority of which measures are taken.

Administrative fine

Section 8 Finansinspektionen may decide that a Swedish securities institution, a stock exchange, a provider of data reporting services or a Swedish central counterparty shall pay an administrative fine if the company has been notified of a decision on

• remark or warning under Section 1,

• revocation under Section 5, first paragraph, item 1, or

• warning under Section 5, first paragraph, items 1 and 5 compared with the third paragraph. The same applies if a provider of data reporting services has been notified of a decision on revocation under Article 27e.1 b of the Regulation on markets for financial instruments.

Act (2024:115). Section 9 The administrative fine for a Swedish securities institution, a stock exchange, a provider of data reporting services or a Swedish central counterparty shall be determined to at most the highest of

1. an amount that as of 2 July 2014 in kronor corresponded to five million euro,

2. ten percent of the company's turnover or, where applicable, corresponding turnover at group level for the immediately preceding financial year, or

3. twice the profit that the company made as a result of the rule infringement, if the amount can be determined. The administrative fine may not be determined to an amount lower than 5 000 kronor. If the infringement has occurred during the company's first financial year or if information on the turnover is otherwise missing or deficient, the turnover may be estimated. For securities institutions, the fine may not be so large that the institution thereafter does not meet the requirements in Chapter 8, Section 3 of this act or Chapter 6, Section 1 of the Act (2004:297) on banking and financing operations. The fine accrues to the state. Act (2024:115). Section 9 a The administrative fine for a natural person shall be determined to at most the highest of

1. an amount that on 17 July 2013 in kronor corresponded to five million euro, or

2. twice the profit that the natural person made as a result of the rule violation, if the amount can be determined. The fee accrues to the state. Act (2017:678). Section 10 When the size of the sanction fee is determined, special consideration shall be given to such circumstances as are stated in Sections 2 and 2 a, and to the company's or the natural person's financial position and, if it can be determined, the profit that the company or the natural person made as a result of the rule violation. Act (2017:679).

Sanction order

Section 10 a Questions concerning interventions against natural persons for violations under any of Sections 1 a, 1 b, 1 d-1 f, 1 i, 1 j, 15 a or 15 b are taken up by the Swedish Financial Supervisory Authority through a sanction order. A sanction order means that the natural person is ordered to, within a certain time, approve an intervention under Section 1 c second paragraph, Section 1 d fourth paragraph, Section 1 i third paragraph or Section 1 j second paragraph that is determined as to time or amount or under Section 1 g second paragraph or Section 15 c second paragraph that is determined as to amount. When the order has been approved, it applies as a court decision that has gained legal force. An approval that is made after the time specified in the order is without effect.

Act (2024:1285). Section 10 b A sanction order shall contain information about

1. the natural person to whom the order relates,

2. the violation and the circumstances needed to characterize it,

3. the provisions that are applicable to the violation, and

4. the sanction that is imposed on the person. The order shall also contain information that an application for sanction may be submitted to a court, if the order is not approved within the time specified by the Swedish Financial Supervisory Authority. Act (2015:186). Section 10 c If a sanction order has not been approved within the specified time, the Swedish Financial Supervisory Authority may apply to a court for a sanction to be decided. Such an application shall be made to the administrative court that is competent to review an appeal of the Swedish Financial Supervisory Authority's decision on intervention against the securities institution, the exchange or the central counterparty for the same violation. Leave to appeal is required for an appeal to the administrative court of appeal. Act (2022:743). Section 10 d A sanction order under Section 10 a is without effect, if the order has not been served on the person to whom it is directed within two years from the time when the violation took place. In such a case, no sanction under Section 10 c first paragraph may be decided either. Act (2023:829).

Late fee

Section 11 If a Swedish securities institution, an exchange or a Swedish central counterparty does not provide the information prescribed with support of Chapter 23, Section 15 1 in time, the Swedish Financial Supervisory Authority may decide that the company shall pay a late fee of at most 100,000 kronor. The fee accrues to the state. Act (2024:115).

Intervention against foreign securities companies and certain natural persons

Section 12 The Swedish Financial Supervisory Authority may order a foreign securities company that is domiciled within the EEA and that conducts business from a branch in Sweden, to make correction if it violates any of the following provisions or regulations that relate to any of them:

• Chapter 8, Sections 15-20 and 32,

• Chapter 9, Sections 1, 10-12, 14-30, 31-36, 38 and 39, and

• the Act (2017:630) on measures against money laundering and financing of terrorism or regulations issued with support of that Act. An order shall also be issued if the company neglects its obligations under any of Articles 14-26 of the Regulation on markets for financial instruments. If the company does not comply with the order, the Swedish Financial Supervisory Authority shall notify the competent authority in the company's home country. If correction is not made, the Swedish Financial Supervisory Authority may prohibit the securities company from starting new transactions in Sweden. Before a prohibition is issued, the authority shall notify the competent authority in the company's home country. The European Commission and the European Securities and Markets Authority shall be informed immediately when a prohibition is issued. Act (2025:316). Section 13 If a foreign securities company that is domiciled within the EEA and that conducts business from a branch in Sweden, violates any other provision in the implementing regulation, this Act or regulations issued with support of this Act than those stated in Section 12, the Swedish Financial Supervisory Authority shall notify the competent authority in the company's home country. The same applies if a company that through direct provision of services or through operating a trading platform violates any provision in the implementing regulation, this Act or regulations issued with support of the Act. If the securities company after such a notification continues the violation by acting in a manner that clearly harms investors' interests in Sweden or leads to the market not functioning correctly, the Swedish Financial Supervisory Authority may order the company to make correction or prohibit the company from starting new transactions in Sweden.

Before an order or prohibition is issued, the authority shall notify the competent authority in the company's home country.

The European Commission and the European Securities and Markets Authority shall be informed immediately when an order or prohibition is issued. Act (2012:197). Section 14 If a foreign securities company that is domiciled within the EEA and that conducts business in Sweden from a branch or through direct provision of services, has had its business license revoked in the home country, the Swedish Financial Supervisory Authority shall immediately prohibit the company from making new commitments in Sweden. Section 15 If a foreign company that is domiciled outside the EEA and that conducts securities business from a branch in Sweden neglects its obligations under this Act or other statutes that regulate the company's business in Sweden, Sections 1, 2, 2 a, 8, 9 and 10 apply. The provisions of Section 5 apply correspondingly to the branch authorisation. If deposits with the branch are covered by a guarantee as a result of a decision under Chapter 3, Section 2 of the Deposit Guarantee Act (1995:1571) or investor protection as a result of a decision under Section 5 of the Investor Protection Act (1999:158) and the securities company does not fulfil its obligations under those acts, the Swedish Financial Supervisory Authority may order the securities company to take corrective action. Such an order may only be issued if authorisation for branch establishment would not have been granted without a decision under the acts. An order shall contain information that the branch authorisation will be revoked if the order is not complied with. If the securities company has not taken corrective action within one year from the order, the Authority may revoke the authorisation. If the branch authorisation is revoked, Section 6 applies. The Swedish Financial Supervisory Authority shall notify the competent authority in the company's home country of the measures that have been taken pursuant to this section. Act (2017:679). Section 15 a /Ceases to apply U:2030-01-10/ The Swedish Financial Supervisory Authority shall intervene against the person or persons responsible for the management of a branch of such a company as referred to in Section 15, if the company

1. has obtained its authorisation by providing false information or in another improper manner,

2. has allowed a person responsible for the management of the branch to assume such a position in the branch or to remain in it despite the requirements in Chapter 4, Section 4, item 5 or in regulations issued pursuant to Chapter 3, Section 12, item 2 not being met, or

3. has neglected its obligations under

a) any of Chapter 8, Sections 9-20, 21-32 or 34 or regulations issued pursuant to any of the provisions in Chapter 8,

Section 35, items 3-11,

b) any of Chapter 9, Section 1, Section 8, third paragraph, Sections 9-12, 14-17 a, 19 a-30, 31-36, 38-41 or 43 or regulations issued pursuant to any of the provisions in Chapter 9, Section 50, items 1, 3-9 or 11,

c) any of Chapter 11, Section 1, Section 1 a, second paragraph, Sections 1 b-3, 4 or 12 or operates a growth market for small and medium-sized enterprises despite the requirements in Section 13 not being met,

d) any of Chapter 13, Sections 1 a-1 l,

e) Chapter 22, Section 2, second paragraph, Section 5 or 6 or has not complied with a decision or an order issued by the Swedish Financial Supervisory Authority under Chapter 22, Section 1, Section 2, first paragraph or Section 3, or

f) Chapter 23, Section 2, first paragraph or regulations issued pursuant to Chapter 23, Section 15, item 1, or has not complied with a request, an order or a decision issued by the Swedish Financial Supervisory Authority under Chapter 23, Section 2, third paragraph, Section 3, first paragraph, Section 3 a or 3 b or has opposed an investigation under Chapter 23, Section 4. Act (2025:316). Section 15 a /Enters into force I:2030-01-10/ The Swedish Financial Supervisory Authority shall intervene against the person or persons responsible for the management of a branch of such a company as referred to in Section 15, if the company

1. has obtained its authorisation by providing false information or in another improper manner,

2. has allowed a person responsible for the management of the branch to assume such a position in the branch or to remain in it despite the requirements in Chapter 4, Section 4, item 5 or in regulations issued pursuant to Chapter 3, Section 12, item 2 not being met, or

3. has neglected its obligations under

a) any of Chapter 8, Sections 9-20, 21-32 or 34 or regulations issued pursuant to any of the provisions in Chapter 8,

Section 35, items 3-9, 11 or 12,

b) any of Chapter 9, Section 1, Section 8, third paragraph, Sections 9-12, 14-17 a, 19 a-30, 31-36, 38-41 or 43 or regulations issued pursuant to any of the provisions in Chapter 9, Section 50, items 1, 3-9 or 11,

c) any of Chapter 11, Section 1, Section 1 a, second paragraph, Sections 1 b-3, 4 or 12 or operates a growth market for small and medium-sized enterprises despite the requirements in Section 13 not being met,

d) any of Chapter 13, Sections 1 a-1 l,

e) Chapter 22, Section 2, second paragraph, Section 5 or 6 or has not complied with a decision or an order issued by the Swedish Financial Supervisory Authority under Chapter 22, Section 1, Section 2, first paragraph or Section 3, or

f) Chapter 23, Section 2, first paragraph or regulations issued pursuant to Chapter 23, Section 15, item 1, or has not complied with a request, an order or a decision issued by the Swedish Financial Supervisory Authority under Chapter 23, Section 2, third paragraph, Section 3, first paragraph, Section 3 a or 3 b or has opposed an investigation under Chapter 23, Section 4. Act (2026:634). Section 15 b The Swedish Financial Supervisory Authority shall intervene against such a person as referred to in Section 15 a, if the company has neglected its obligations under the regulation on markets in financial instruments by

1. not publishing, making available or providing information or meeting the requirements under

• Article 3.1 or 3.3,

• Article 4.3, first paragraph,

• Article 5,

• Article 6,

• Article 7.1, third paragraph, first sentence,

• Article 8.1,

• Article 8a.1 or 8a.2,

• Article 8b,

• Article 10,

• Article 11.1, second paragraph, first sentence, 11.1a, second paragraph, 11.1b or 11.3, fourth paragraph,

• Article 11a.1, second paragraph, first sentence or 11a.1, fourth paragraph,

• Article 12.1,

• Article 13.1 or 13.2,

• Article 14.1, 14.2 or 14.3,

• Article 15.1, first paragraph, second paragraph, first or third sentence or fourth paragraph, 15.2 or 15.4, second sentence,

• Article 17.1, second sentence,

• Article 20.1, 20.1a or 20.2, first sentence, or

• Article 21.1, 21.2 or 21.3,

2. not providing information to the Swedish Financial Supervisory Authority or storing data under Article 22.2,

3. not transmitting data to the data centre for consolidated tape providers under Article 22a.1, 22a.5, 22a.6 or 22a.7,

4. not meeting the data quality requirements under Article 22b.1,

5. not meeting the requirements for synchronisation of business clocks under Article 22c.1,

6. not carry out transactions on a regulated market, an MTF platform, a market outside the EEA that pursuant to a decision by the European Commission has been deemed equivalent to a regulated market or via a systematic internaliser under Article 23.1 or by operating a multilateral internal matching system without authorisation under Article 23.2,

7. not keep records or hold information available under Article 25.1 or 25.2,

8. not report data on executed transactions to the Swedish Financial Supervisory Authority under Article 26.1 first paragraph, 26.2, 26.3, 26.4, 26.5, 26.6 first paragraph or 26.7 first, second, third, fourth or eighth paragraph, or

9. receive payment for order flow in contravention of Article 39a.

Act (2025:316).15 c § An intervention under 15 a or 15 b § may be made only if the company's infringement is serious and the person in question has intentionally or through gross negligence caused the infringement.The intervention is made by a decision on an administrative fine.

Act (2017:679).

Intervention against foreign companies operating a regulated market

16 § If a foreign company that has authorisation to operate a regulated market from a branch in Sweden has infringed a provision of this Act or other statutes regulating the company's operations in Sweden, 1, 2, 2 a, 8, 9 and 10 §§ apply.If a foreign company that operates a regulated market in another country within the EEA, when taking measures in Sweden to facilitate for remote participants to gain access to the regulated market, infringes this Act or a regulation issued with support of the Act, what is stated in 13 § regarding foreign securities companies shall also apply to the company.

Act (2024:115).

Intervention against those lacking authorisation etc.

17 § If someone operates such activities covered by this Act or by the ordinance on markets for financial instruments without being entitled to do so, the Swedish Financial Supervisory Authority shall intervene by ordering him to cease the activities or by a decision on an administrative fine under the provisions of this chapter. The same applies if someone in trading with financial instruments uses the designation stock exchange without having authorisation to operate a regulated market.If it is uncertain whether this Act or the ordinance on markets for financial instruments is applicable to a certain activity, the Authority may order the person operating the activity to provide the information about the activity that the Authority needs to assess whether this is the case.An order under this section concerning a foreign company may be directed at both the company and the person operating in Sweden on behalf of the company. Act (2020:1157).

Intervention against those infringing a position limit

17 a § If someone infringes a position limit established by the Swedish Financial Supervisory Authority, or by a competent authority in another country within the EEA with support of national provisions that in that country implement Article 57 of the directive on markets for financial instruments, the Swedish Financial Supervisory Authority shall intervene by ordering him to within a certain time take a certain measure to remedy the situation or by a decision on an administrative fine under the provisions of this chapter. Act (2017:679).

Special provisions on intervention against issuers

Order on rectification

18 § The Swedish Financial Supervisory Authority may order an issuer to rectify if

1. the issuer has not published information under 15 kap. 8 § or regular financial information under 16 kap. 4-6 §§,

2. information that has been published is incomplete or contains material errors, or

3. information has not been provided to the Swedish Financial Supervisory Authority under 17 kap. 3 §. Act (2015:960).

Administrative fine

19 § The Swedish Financial Supervisory Authority shall decide that an administrative fine shall be imposed on an issuer that does not publish information under 15 kap. 8 § or regular financial information under 16 kap. 4-6 §§.The administrative fine shall be set at a minimum of 50 000 kronor and a maximum of the highest of

1. an amount that as of 26 November 2013 in kronor corresponded to ten million euro,

2. five percent of the issuer's turnover or, where applicable, corresponding turnover at group level for the immediately preceding financial year, or

3. twice the profit that the issuer made as a result of the rule infringement, if the amount can be determined.If the infringement has occurred during the issuer's first financial year or if data on turnover is otherwise missing or deficient, the turnover may be estimated.The fine accrues to the state. Act (2017:678).19 a § The Swedish Financial Supervisory Authority shall decide that an administrative fine shall be imposed on someone who is part of an issuer's board of directors or is its managing director, or deputy for either of them, if the issuer does not publish information under 15 kap. 8 § or regular financial information under 16 kap. 4-6 §§.An administrative fine may be imposed under the first paragraph only if the issuer's infringement is serious and the person in question has intentionally or through gross negligence caused the infringement.The administrative fine shall be set at a minimum of 15 000 kronor and a maximum of the highest of

1. an amount that as of 26 November 2013 in kronor corresponded to two million euro, or

2. twice the profit that the natural person made as a result of the rule infringement, if the amount can be determined.The fine accrues to the state. Act (2017:678).19 b § When the Swedish Financial Supervisory Authority decides on an intervention or a sanction against an issuer or a natural person, the Authority shall take into account how serious the infringement is and how long it has continued. Particular consideration shall be given to the nature of the infringement, the infringement's concrete and potential effects on the financial system, damage that has arisen and the degree of responsibility. Act (2015:960).19 c § In addition to what is stated in 19 b §, it shall be considered as aggravating if the issuer or the natural person has previously committed an infringement. In this assessment, particular weight should be attached to whether the breaches are of a similar nature and the time that has elapsed between the various breaches. In mitigation, it shall be taken into account whether

1. the issuer or the natural person has, to a significant extent through active cooperation, facilitated the Swedish Financial Supervisory Authority's investigation, and

2. the issuer has quickly ceased the breach or the natural person has quickly acted for the breach to cease, after it has been reported to or pointed out by the Swedish Financial Supervisory Authority. Act (2015:960). 19 d § When the amount of the administrative fine is determined, regard shall be had to such circumstances as are specified in Sections 19 b and 19 c and to the financial position of the issuer or the natural person and, if it can be determined, the profit that the issuer or the natural person has made as a result of the breach of the rule. Act (2017:678). 19 e § Questions concerning an administrative fine against natural persons for breaches under Section 19 a are taken up by the Swedish Financial Supervisory Authority by means of a notice of administrative fine. A notice of administrative fine means that the natural person is required to, within a certain time, approve a decision on an administrative fine under Section 19 a that is determined as to time or amount. Once the notice has been approved, it applies as a court judgment that has entered into force. An approval made after the time specified in the notice is without effect. Act (2015:960). 19 f § A notice of administrative fine shall contain information on

1. the natural person to whom the notice relates,

2. the breach and the circumstances needed to characterise it,

3. the provisions applicable to the infringement, and

4. the sanction fee imposed on the person. The imposition shall also contain information that an application for a sanction fee may be submitted to the court if the imposition is not approved within the time specified by the Financial Supervisory Authority. Act (2015:960).19 g § If a sanction imposition has not been approved within the specified time, the Financial Supervisory Authority may apply to the court for a decision on the sanction fee. Such an application shall be made to the administrative court that is competent to hear an appeal against the Financial Supervisory Authority's decision on a sanction fee against the issuer for the same infringement. Leave to appeal is required for an appeal to the administrative court of appeal.

Act (2015:960).19 h § A sanction fee for an infringement under Section 19 a may only be decided if a sanction imposition has been served on the person to whom the sanction fee is directed within six months from the time when the infringement occurred. Act (2015:960).20 § The Financial Supervisory Authority may decide on a sanction fee for an infringement under Section 19 only if the person from whom the Authority intends to collect the fee has, within six months from the time when the infringement occurred, been served with information that the question of a sanction fee has been taken up by the Authority.

Act (2018:1371).21 § If the infringement is minor or excusable, or if there are otherwise special reasons, a sanction fee that has been decided under Section 19 or 19 a may be waived in whole or in part. Act (2015:960).

Reprimand

Section 22 If the regular financial information specified in Chapter 16, Sections 4 and 5, has not been prepared in accordance with the provisions applicable to the issuer, the Swedish Financial Supervisory Authority shall issue a reprimand to the issuer of the transferable securities. A reprimand shall not be decided if an infringement is minor or excusable or if a stock exchange or a regulated market in another country within the EEA takes sufficient measures against the issuer. Act (2015:960). Section 23 If an issuer has been notified of a decision on a reprimand, the Swedish Financial Supervisory Authority may decide that the issuer shall pay an administrative fine. The administrative fine shall be determined in accordance with Section 19, second paragraph. The fine accrues to the state. Act (2015:960).

Intervention against certain foreign issuers of transferable securities

Section 24 If the Swedish Financial Supervisory Authority finds that an issuer that does not have Sweden as its home Member State but whose transferable securities are admitted to trading on a regulated market in Sweden does not comply with the requirements arising from the provisions of the Transparency Directive regarding the treatment of holders of the securities and information to such holders, the Authority shall notify the competent authority in the EEA state where the issuer, according to applicable national law, shall store its regular financial information. The same applies if the Authority finds that the issuer does not disclose information that meets the requirements arising from the provisions of the Transparency Directive, or does not disclose the information in a manner that meets such requirements. The Swedish Financial Supervisory Authority shall also notify the European Securities and Markets Authority. If the issuer, despite the measures taken by the competent authority that the Swedish Financial Supervisory Authority has notified, does not comply with the provisions of a public regulation based on the Transparency Directive and adopted by the state referred to in the first paragraph, the Authority shall publicly disclose the fact that the provisions are not complied with. Before the public disclosure, the Swedish Financial Supervisory Authority shall notify the foreign competent authority. The Swedish Financial Supervisory Authority shall also notify the European Commission and the European Securities and Markets Authority as soon as possible. Act (2012:197).

Enforcement of decisions on administrative fines and late payment fees

Section 25 An administrative fine or late payment fee shall be paid to the Swedish Financial Supervisory Authority within thirty days after a decision or judgment on the collection of the fee has become final or the administrative fine order has been approved, or within the longer period specified in the decision or order. Act (2015:960). Section 26 The Swedish Financial Supervisory Authority's decision on an administrative fine or late payment fee may be enforced in accordance with the provisions of the Enforcement Code, if the fee has not been paid within the time specified in Section 25. Act (2015:960). Section 27 If the administrative fine or late payment fee is not paid within the time specified in Section 25, the Swedish Financial Supervisory Authority shall submit the unpaid fee for collection. Provisions on the recovery of state claims are found in the Act (1993:891) on the Recovery of State Claims, etc. Act (2015:960). Section 28 A sanction fee or late fee that has been decided lapses to the extent that enforcement has not taken place within five years from the time the decision or judgment gained legal force or the sanction order was approved.

Act (2015:960).

Payment Security

Section 28 a In order to secure payment of a sanction fee due to an infringement under this Act, property belonging to the person liable to pay may be taken into possession (payment security). Payment security may be decided only if

1. there is a substantial risk that the natural or legal person, by absconding, disposing of property or otherwise, evades paying the fee, and

2. the payment liability concerns a significant amount. If a sanction fee has not been decided, payment security may be decided only if it is likely that such will occur. A payment security may not concern a higher amount than the amount the sanction fee is likely to be determined to. A decision on payment security may be made only if the reasons for the decision outweigh the intrusion or harm otherwise caused by the decision for the person to whom the decision applies or for any other opposing interest. Act (2017:679). Section 28 b Decisions on payment security under Section 28 a are made by the administrative court that is competent to review an appeal of the Swedish Financial Supervisory Authority's decision on a sanction fee. An application for payment security shall be made by the Swedish Financial Supervisory Authority. In regard to such an application, Chapter 46, Sections 9-13 and Section 14, first paragraph, item 1 and second paragraph, first sentence, and Sections 20-22 of the Tax Procedure Act (2011:1244) shall apply. In the application, what is stated there regarding the Swedish Tax Agency shall apply to the Swedish Financial Supervisory Authority. Act (2017:679). Section 28 c When reviewing enforcement of a decision on payment security, Chapter 69, Sections 13-18 and Chapter 71, Section 1, first paragraph of the Tax Procedure Act (2011:1244) shall apply. In the application, what is stated there regarding the Swedish Tax Agency shall apply to the Swedish Financial Supervisory Authority. Act (2017:679).

Penalty Fee

Section 29 If the Swedish Financial Supervisory Authority issues an injunction or prohibition under this Act, the authority may impose a penalty fee.

Chapter 25 a. Temporary Administration

Appointment of Temporary Administrator

Section 1 The Swedish Financial Supervisory Authority may appoint one or more temporary administrators for a securities company, if there is reason to assume that the securities company may become subject to such a resolution procedure as referred to in the Act (2015:1016) on Resolution, and

1. the securities company has a financial situation that has caused the Swedish Financial Supervisory Authority to intervene under Chapter 25, Sections 1, 2 or 4 without the financial situation substantially improving after the intervention, and no other measures are deemed sufficient to remedy the situation, or

2. the Swedish Financial Supervisory Authority has issued a warning to the securities company under Chapter 25, Section 1. The Swedish Financial Supervisory Authority may decide that the temporary administrator shall replace the board of directors and the managing director or work together with the board of directors and the managing director. A decision that the administrator shall replace the board of directors and the managing director shall be published and registered with the Swedish Companies Registration Office. Act (2015:1032). Section 2 The Swedish Financial Supervisory Authority shall, in the decision to appoint a temporary administrator, describe the administrator's assignment and state any conditions for the assignment. When a temporary administrator is appointed to work together with the board of directors and the managing director, the Swedish Financial Supervisory Authority may prescribe that certain decisions or measures shall be preceded by consultation with or consent from the administrator. If the board of directors or the managing director disregards the requirement for consultation or consent as stated in the second paragraph, this does not affect the validity of the legal act.

Act (2015:1032). Section 3 The temporary administrator may not convene a general meeting of the securities company without the consent of the Swedish Financial Supervisory Authority. Act (2015:1032). Section 4 The person appointed as temporary administrator shall meet the same suitability requirements as according to Chapter 3, Section 1, first paragraph, item 5 apply to a board member and managing director. A person who is in such a relationship to the securities company that it may undermine confidence in his or her performing the assignment impartially may not be a temporary administrator. Nor may there otherwise be any circumstance that causes confidence in his or her impartiality to be undermined. The administrator shall immediately notify the Swedish Financial Supervisory Authority of circumstances that may constitute a conflict of interest for him or her. Act (2015:1032).

Duration of the Administration

Section 5 The Swedish Financial Supervisory Authority shall appoint the temporary administrator for a certain period, however not more than one year. The period may be extended by not more than one year at a time. Act (2015:1032).

Dismissal of Temporary Administrator

Section 6 The Swedish Financial Supervisory Authority may, with immediate effect, remove the temporary administrator from the assignment. If a temporary administrator requests to be dismissed and shows reasons for it, the Swedish Financial Supervisory Authority shall dismiss the administrator.

Act (2015:1032).

Chapter 25 b. Decisions on Certain Interventions and Temporary Administration Regarding Cross-Border Groups

Section 1 When the Swedish Financial Supervisory Authority is the coordinating supervisory authority, the authority shall notify the European Banking Authority and consult with the competent authorities in the group's supervisory college, if the parent company within the EEA has committed an infringement

1. that is of such a nature or extent as stated in Chapter 25,

Section 2 b, or

2. that means the conditions for appointing a temporary administrator under Chapter 25 a are met. When a notification has been given, the Swedish Financial Supervisory Authority may decide to take a measure. When Finansinspektionen makes such a decision, the authority shall take into account the views expressed by the competent authorities and the effects the decision may have on the financial stability in the affected countries within the EEA. Act (2015:1032). Section 2 Finansinspektionen shall consult the coordinating supervisory authority when the authority, in a situation as referred to in Section 1, first paragraph, intends to take measures against a subsidiary of a parent company within the EEA. Once consultation has taken place, Finansinspektionen may decide to take a measure. When Finansinspektionen makes the decision, the authority shall take into account the views expressed by the coordinating supervisory authority and, where applicable, by other competent authorities. The authority shall also take into account the effects the decision may have on the financial stability in the affected countries within the EEA. Act (2015:1032). Section 3 If both Finansinspektionen and other competent authorities intend to take measures against companies in the same group, Finansinspektionen shall, within five days of a notification under Section 1 from the coordinating supervisory authority, try to agree with the coordinating supervisory authority and other competent authorities that the measures are to be coordinated or that the same temporary administrator is to be appointed for the companies. If the authorities reach an agreement, Finansinspektionen shall, in accordance with the agreement, make the decisions necessary. The first and second paragraphs also apply when Finansinspektionen is the coordinating supervisory authority. Act (2015:1032). Section 4 If an agreement under Section 3 has not been reached within five days of the notification, Finansinspektionen may decide which measures under Section 1 or 2 are to be taken. When Finansinspektionen examines a matter referred to in the first paragraph, the authority shall take into account the views expressed by the competent authorities and the effects the decision may have on the financial stability in the affected countries within the EEA. Act (2015:1032). Section 5 If a competent authority, before the end of the consultation period under Section 1 or 2 or the end of the five-day period specified in Section 3, has referred a matter concerning crisis prevention measures to the European Banking Authority in accordance with Article 19.3 of Regulation (EU) No 1093/2010, as amended by Regulation 806/2014/EU of the European Parliament and of the Council, Finansinspektionen shall postpone its decision under Section 1, 2, 3 or 4 by three days and await the decision that the European Banking Authority may make under Article 19.3 of the same Regulation. Finansinspektionen shall comply
with a decision on the matter from the European Banking Authority. The crisis prevention measures covered by the first paragraph are requirements that

1. the company's management takes certain measures to strengthen the company's financial position,

2. the company's management draws up a negotiation plan for debt restructuring, or

3. the company shall change its legal or operational structures. Finansinspektionen may not refer such a matter to the European Banking Authority under Chapter 23, Section 5 a, after the five-day deadline has expired or an agreement has been reached. Act (2015:1032).

Chapter 26. Appeals

Section 1 Finansinspektionen's decisions under Chapter 23, Section 11 and Chapter 25, Section 10 a, Section 17, second paragraph and Section 19 e may not be appealed. Other decisions by Finansinspektionen under this Act may be appealed to the general administrative court. Leave to appeal is required for appeals to the Administrative Court of Appeal. Finansinspektionen may decide that a decision on a prohibition, injunction or revocation shall apply immediately.

Act (2018:829). Section 2 If Finansinspektionen, in a matter concerning authorisation under Chapter 3, Section 1, first paragraph, Chapter 4, Section 4 or Chapter 12, Section 2 or under Article 27c of the Regulation on markets in financial instruments, does not issue a decision within six months of the application being submitted, the authority shall notify the applicant of the reasons for this. The applicant may thereafter request a declaration from the court that the matter is unnecessarily delayed. If Finansinspektionen does not forward a notification as referred to in Chapter 5, Section 2, first paragraph to the competent authority within three months of receiving the notification and does not within the same period issue a decision under the third paragraph of the same section, the authority shall notify the applicant of the reasons for this. The applicant may thereafter request a declaration from the court that the matter is unnecessarily delayed. A request for a declaration as referred to in the first or second paragraph shall be made to the general administrative court. Leave to appeal is required for appeals to the Administrative Court of Appeal. If Finansinspektionen has not issued a decision as referred to in the first paragraph within six months of a declaration being given, the application shall be deemed to have been rejected. If a notification as referred to in the second paragraph has not been forwarded within three months of a declaration being given, a decision under Chapter 5, Section 2, third paragraph shall be deemed to have been issued.

Act (2020:1157). Section 3 The Swedish Companies Registration Office's decision to write off or refuse registration of a notification concerning a tied agent or decision to deregister a tied agent under Chapter 6, Section 8 or 9 may be appealed to the general administrative court within two months from the date of the decision. Leave to appeal is required for appeals to the Administrative Court of Appeal.

Act (2008:283). Section 4 A person who is dissatisfied with a decision by a stock exchange to delist a financial instrument may bring an action against the stock exchange before the general court within three months from the date of the decision. If an action is not brought within this time, the right to bring an action is lost. Act (2026:232). Section 5 A person who is dissatisfied with a decision by a stock exchange to reject an application for authorisation to place bids on an auction platform as referred to in Chapter 13, Section 12, second paragraph 2, or a decision to withdraw or temporarily suspend such authorisation, may bring an action against the stock exchange before the general court within three months from the date of the decision. If an action has not been brought within this time, the right to bring an action is lost. Act (2012:375).

Transitional provisions

2007:528

1. This Act enters into force on 1 November 2007, when the Securities Business Act (1991:981) and the Stock Exchange and Clearing Operations Act (1992:543) shall cease to apply.

2. A securities institution that at the entry into force of this Act has authorisation to conduct securities business under Chapter 1, Section 3 of the Securities Business Act (1991:981) shall be deemed to have authorisation under this Act as follows:

• a securities institution with authorisation under Chapter 1, Section 3, first paragraph, item 1 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 1, item 2,

• a securities institution with authorisation under Chapter 1, Section 3, first paragraph, item 2 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 1, item 1,

• a securities institution with authorisation under Chapter 1, Section 3, first paragraph, item 3 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 1, item 3, and

• a securities institution with authorisation under Chapter 1, Section 3, first paragraph, item 4 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 1, items 1, 2, 4 and 5.

3. A securities company and a foreign undertaking that at the entry into force of this Act has authorisation to conduct securities business under Chapter 1, Section 3, first paragraph, item 5 of the Securities Business Act (1991:981) shall be deemed to have authorisation under Chapter 2, Section 1, items 6 and 7 and Chapter 2, Section 2, first paragraph, items 3 and 6 of this Act. However, a securities company and a foreign undertaking that at the entry into force has authorisation for activities that only relate to participation in issues other than underwriting shall be deemed to have authorisation under Chapter 2, Section 1, item 7 and Chapter 2, Section 2, first paragraph, items 3 and 6 of this Act.

4. A credit institution that at the entry into force of this Act has authorisation to conduct securities business under Chapter 1, Section 3, first paragraph, item 5 of the Securities Business Act (1991:981) shall be deemed to have authorisation under Chapter 2, Section 1, items 6 and 7 of this Act.

However, a credit institution that at the entry into force has authorisation for activities that only relate to participation in issues other than underwriting shall be deemed to have authorisation under Chapter 2, Section 1, item 7 of this Act.

5. A securities company and a foreign undertaking that at the entry into force of this Act has authorisation under Chapter 3, Section 4, first paragraph, item 1 of the Securities Business Act (1991:981) and a credit institution with authorisation under Chapter 1, Section 3, first paragraph, items 1, 2 or 4 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 1, item 5 of this Act.

6. A securities company and a foreign undertaking that at the entry into force of this Act has authorisation to conduct ancillary activities under Chapter 3, Section 4 of the Securities Business Act (1991:981) shall be deemed to have authorisation under this Act as follows:

• a securities company and a foreign undertaking with authorisation under Chapter 3, Section 4, first paragraph, item 2 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 2, first paragraph, item 1,

• a securities company and a foreign undertaking with authorisation under Chapter 3, Section 4, first paragraph, item 3 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 2, first paragraph, item 1,

• a securities company and a foreign undertaking with authorisation under Chapter 3, Section 4, first paragraph, item 4 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 2, first paragraph, item 8,

• a securities company and a foreign undertaking with authorisation under Chapter 3, Section 4, first paragraph, item 5 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 2, first paragraph, item 2,

• a securities company and a foreign undertaking with authorisation under Chapter 3, Section 4, first paragraph, item 6 of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 2, first paragraph, item 4,

• a securities company and a foreign undertaking with authorisation under Chapter 3, Section 4, third paragraph of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 3, second paragraph, and

• a securities company and a foreign undertaking with authorisation under Chapter 3, Section 4, fourth paragraph of the Securities Business Act shall be deemed to have authorisation under Chapter 2, Section 3, first paragraph.

7. Has been repealed by Act (2014:985).

8. A stock exchange or an authorised market place that at the entry into force of this Act has authorisation under Chapter 2 or 7 of the Stock Exchange and Clearing Operations Act (1992:543) shall be deemed to have authorisation to operate a regulated market under Chapter 12,

Section 1 of this Act.

9. If a stock exchange or an authorised market place at the entry into force of this Act already operates several market places under its authorisation, the undertaking shall be granted authorisation by the Financial Supervisory Authority as regulated markets for each of these market places, if a notification thereof has been received by the Authority before 1 May 2008.

10. A clearing organisation that at the entry into force of this Act has authorisation under Chapter 8 of the Stock Exchange and Clearing Operations Act (1992:543) shall be deemed to have authorisation to conduct clearing operations under Chapter 19 of this Act.

11. The provisions of Chapter 16, Sections 4-7 of this Act shall be applied for the first time to such regular financial information that shall be published closest after 31 October 2007.

12. Notifications or applications under Chapter 1, Section 3 c, item 1 or 2, or Chapter 1, Sections 4, 5 or 6 b of the Securities Business Act (1991:981) shall have the same effect as notifications or applications under Chapter 4, Section 1, item 1 or 2 respectively Chapter 5,

Sections 1, 4 or 8 of this Act, if notification of cross-border activity has been made to the competent authority in the undertaking's home country before the entry into force of this Act.

13. If a securities institution has categorised a customer as professional before the entry into force of this Act, the undertaking may also after the entry into force treat the customer as a professional customer, if

a) the categorisation has been based on an adequate assessment of the customer's knowledge and experience,

b) the securities institution has, on the basis of the assessment, satisfied itself that the customer can make its own investment decisions and is aware of the risks associated therewith, and

c) the securities institution has informed the customer of the criteria that apply under the Act for categorisation of customers.

14. A financial instrument that is registered or listed on a stock exchange or an authorised market place under Chapter 5, Section 1, Chapter 6, Section 1 or Chapter 7, Section 2 of the Act (1992:543) on Stock Exchange and Clearing Operations before the entry into force of this Act shall be considered admitted to trading under Chapter 15 of this Act.

15. A question of intervention under Chapter 25 is assessed according to older provisions if any circumstance giving rise to the question of intervention relates to the time before the entry into force of this Act. This does not apply, however, if an application of the new provisions would lead to a less severe intervention.

16. For decisions that have been issued under the Act (1991:981) on Securities Operations or the Act (1992:543) on Stock Exchange and Clearing Operations, the provisions of those Acts shall apply to appeals and in the handling of the appeal.2009:365

1. This Act enters into force on 1 July 2009.

2. In respect of applications for authorisation under Chapter 3, Section 1, Chapter 12, Section 2, Chapter 19, Section 3 or Chapter 24, Section 1 that have been received by the Financial Supervisory Authority before the entry into force of the Act, older provisions shall apply.

3. Anyone who at the entry into force of the Act holds shares or interests in a securities company, a stock exchange or a Swedish clearing organisation to such an extent that he or she would have been obliged to apply for authorisation under Chapter 24, Section 1, first paragraph if the shares or interests had been acquired after the entry into force of the Act shall, if authorisation has not previously been granted, notify the Financial Supervisory Authority of his or her holding no later than 2 November 2009.2009:572This Act enters into force on 1 July 2009 and applies for the first time for the financial year beginning closest after 30 June 2009.2010:844

1. This Act enters into force on 1 November 2010.

2. Anyone who has been appointed as auditor in a stock exchange or a clearing organisation before the entry into force and who under Chapter 12, Section 6 a or Chapter 19, Section 7 a respectively can no longer alone be auditor in the company may nevertheless remain as auditor for the remaining term of office.2012:382

1. This Act enters into force on 1 July 2012.

2. For such debt instruments as referred to in Chapter 16, Section 3, item 3 and that have already been admitted to trading on a regulated market before 31 December 2010, older provisions shall apply during the remaining term of the debt instruments, as regards the applicability of information requirements on the issuer under Chapter 16.2013:288

1. This Act enters into force on 1 June 2013.

2. A clearing organisation that at the entry into force has authorisation to conduct such clearing operations as referred to in Chapter 1, Section 5, item 6 b may, if an application for authorisation under Article 14 of Regulation (EU) No 648/2012 has been submitted in accordance with Article 89.3 of the same Regulation, continue to conduct these operations under older provisions until the application has been finally determined. If authorisation is refused, the clearing organisation shall cease the operations.2014:985

1. This Act enters into force on 2 August 2014.

2. Older provisions apply to infringements that occurred before the entry into force.2015:186

1. This Act enters into force on 1 May 2015.

2. Older provisions apply to infringements that occurred before the entry into force.2015:960

1. This Act enters into force on the day the Government determines in respect of Chapter 16, Section 4 a and otherwise on 1 February 2016.

2. The provision in Chapter 16, Section 4 a applies to annual and consolidated accounts relating to financial years beginning on 1 January 2021 or later. Act (2021:196).

3. The provision in Chapter 16, Section 6 shall apply for the first time to reports on payments to authorities prepared for financial years beginning closest after 31 January 2015 or later.

4. Older provisions apply to infringements that occurred before the entry into force.2016:61

1. This Act enters into force on 1 March 2016.

2. Older provisions apply to clearing operations conducted by a clearing organisation that is also authorised as a central securities depository and that has not received authorisation as a central securities depository under the European Parliament and Council Regulation (EU) No 909/2014 of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories and amending Directives 98/26/EC and 2014/65/EU and Regulation (EU) No 236/2012. Act (2018:167).2016:438

1. This Act enters into force on 17 June 2016.

2. If a securities company that has authorisation under Chapter 2,

Section 2, first paragraph, items 2 and 8 at the entry into force does not have transferable securities admitted to trading on a regulated market, the provisions on accounting competence or auditing competence in Chapter 8, Section 49 a, first paragraph, third sentence and second paragraph, item 2 of the Companies Act (2005:551) apply only after the first annual general meeting held after 16 June 2016.

3. For an assignment as auditor that at the entry into force has been held for more than three years, the time specified in Chapter 3,

Section 5 d, second paragraph, first sentence is counted from the annual general meeting held three years before the entry into force.2017:650

1. This Act enters into force on 1 August 2017.

2. Older provisions apply to infringements that occurred before the entry into force.2017:678

1. This Act enters into force on 1 August 2017 in respect of Chapter 20, Section 8 and otherwise on 2 August 2017.

2. Older provisions apply to infringements that occurred before the entry into force.2017:679

1. This Act enters into force on 3 January 2018.

2. Older provisions apply to infringements that occurred before the entry into force.

3. The Financial Supervisory Authority may charge fees even before the entry into force of the Act for applications, notifications and communications under this Act and the Regulation on markets in financial instruments, when such applications, notifications or communications have been received by the Authority before the entry into force of the Act.

4. A CTP provider need not before 3 September 2019 comply with the requirements in Chapter 10, Section 8 as regards information published in accordance with Articles 10 and 21 of the Regulation on markets in financial instruments.

5. Finansinspektionen may grant exemptions from Regulation (EU) No 648/2012 of the European Parliament and of the Council until 3 July 2021 with regard to

a) the application of clearing requirements under Article 4 and risk management procedures under Article 11.3 to C6 energy derivative contracts entered into by a non-financial counterparty that meets the conditions in Article 10.1 or a non-financial counterparty that is a Swedish limited company and that for the first time is authorised to conduct securities business under Chapter 2, Section 1 after 2 January 2018, and

b) that such C6 energy derivative contracts are considered OTC derivative contracts with regard to the clearing threshold under Article 10.2018:1226

1. This Act enters into force on 1 October 2018.

2. Older provisions in Chapter 2, Section 5, first paragraph, item 14 still apply to insurance intermediaries that, under point 8 of the entry-into-force and transitional provisions of the Act (2018:1219) on insurance distribution, may continue to conduct such activities as referred to in that point after 1 October 2018.2018:1371

1. This Act enters into force on 1 January 2019.

2. Older provisions still apply to the supervision of such regular financial information that has been published before the entry into force.2019:289

1. This Act enters into force on 10 June 2019.

2. Annual reports under Chapter 8, Section 20 b and Chapter 9, Section 30 a shall be submitted for the first time in 2020.2019:419

1. This Act enters into force on 21 July 2019.

2. Prospectuses that before the entry into force have been published under Chapter 2 of the Act (1991:980) on trading in financial instruments shall, when applying Chapter 11, Section 13, item 3, be considered to have been published under the Prospectus Regulation.2020:673

1. This Act enters into force on 1 January 2021.

2. Older provisions shall, however, still apply with regard to member banks that are registered in the bank register on 31 December 2020 concerning the financial year that ends closest after this date.2020:1157

1. This Act enters into force on 1 January 2021 with regard to Chapter 9, Section 16 and otherwise on 1 January 2022.

2. Older provisions apply to infringements that have occurred before the entries into force.2020:1210

1. This Act enters into force on 28 June 2021 with regard to Chapter 23, Section 2 b and otherwise on 29 December 2020.

2. The provisions in Chapter 25, Section 1 d, first paragraph, items 13, 14 and 17 in the new wording apply for the first time to interventions against infringements that occur after 27 June 2021.

3. The provisions in Chapter 25, Section 1 d, first paragraph, items 13, 14 and 17 in the older wording still apply to interventions against infringements that have occurred before 28 June 2021.2021:196

1. This Act enters into force on 15 March 2021.

2. The Act shall, however, apply for the period from and including 1 January 2021.2021:471

1. This Act enters into force on 1 July 2021.

2. The provisions in Chapter 9, Sections 25 a and 25 b do not apply to relevant capital instruments and subordinated qualifying instruments that have been issued before the entry into force.2021:480

1. This Act enters into force on 26 June 2021.

2. The provision in Chapter 8, Section 1 a, third paragraph does not apply to securities companies that at the entry into force meet the criteria for being a small and non-connected securities company.2021:967

1. This Act enters into force on 1 January 2022 with regard to Chapter 4, Section 4 and otherwise on 28 February 2022. Act (2021:1220).

2. Older provisions apply to infringements that have occurred before the entries into force.2021:968

1. This Act enters into force on 28 February 2023.

2. Older provisions apply to infringements that have occurred before the entry into force.2022:743

1. This Act enters into force on 12 August 2022.

2. Older regulations apply to infringements that have occurred before the entry into force.2024:115

1. This Act enters into force on 1 July 2024.

2. The provisions in Chapter 25 in the older wording still apply to infringements that have occurred before the entry into force.2024:357

1. This Act enters into force on 1 July 2024.

2. The older wordings of Chapter 16, Sections 4 and 9 apply until the issuer is obliged to prepare a sustainability report under applicable annual accounts legislation in its wording after 30 June 2024.2025:316

1. This Act enters into force on 29 September 2025.

2. Older provisions still apply to infringements that have occurred before the entry into force.2026:634 This Act enters into force on 10 July 2026 with regard to Chapter 17,

Section 5 and otherwise on 10 January 2030.

Swedish Code of Statutes

The Swedish Code of Statutes (SFS) contains current laws and ordinances. If a statute is amended, the old text is replaced by the new one.