SWEDEN Law and Practice Contributed by: Marcus Glader, Sebastian Örndahl, Noelia Martinez and Dagne Sabockis, Vinge
Vinge Smålandsgatan 20 PO Box 1703 111 87 Stockholm Sweden Tel: +46 10 614 30 00 Email: contact@vinge.se Web: www.vinge.se
1. Legislation and Enforcing Authorities 1.1 Merger Control Legislation The Swedish Competition Act (2008:579) is the legal basis for the Swedish merger control regime. The Act is supplemented by the Swedish Competition Ordi - nance (2021:87) as well as Regulation KKVFS 2025:1 of the Swedish Competition Authority (SCA). The lat - ter contains information on the details that must be included when a notification of a concentration is made to the SCA. Guidance may also be found in the SCA’s Guidance on the notification and examination of concentrations. The Swedish rules on merger control generally mir - ror those of the EU merger control regime. The SCA therefore often refers to the notices and guidelines of the European Commission (EC) for further interpretive guidance. 1.2 Legislation Relating to Particular Sectors The Swedish merger control regime applies to all eco - nomic sectors. In addition to the merger control leg - islation, investments may also require approval under the Swedish Foreign Direct Investment Act (2023:560) (the “FDI Act”) or the Swedish Protective Security Act (2018:585) (PSA). For further details, please see 9. Foreign Direct Investment/Subsidies Review . For certain types of businesses, for example financial institutions, additional rules relating to their owner - ship may apply. A change in the ownership of certain businesses may thus also require approval from – or notification to – the relevant sectoral regulator.
1.3 Enforcement Authorities The SCA is the authority responsible for the enforce - ment of the Swedish merger control regime. A deci - sion by the SCA may be appealed to the Swedish Patent and Market Court. For further details, please see 8. Appeals and Judicial Review . If a concentration exceeds the thresholds set out in Regulation (EC) No 139/2004 (the “EU Merger Regula - tion”, or EUMR), the review of such a concentration will instead fall under the exclusive competence of the EC. From 1 August 2026, the SCA’s enforcement powers will be expanded following legislative amendments to the Swedish Competition Act. The amendments encompass merger control and introduce new tools that enable the SCA to detect and review below- threshold transactions. For an overview, please see the Sweden: Competition/European Law Overview in Chambers Europe 2026.
2. Jurisdiction 2.1 Notification
It is mandatory to notify a transaction that meets the jurisdictional thresholds. Although there is no specific timeframe for notification, approval by the SCA must be obtained before implementation. There are no exceptions to this obligation. Voluntary notification by the parties is only possible if the SEK1 billion threshold is met (see 2.5 Jurisdic- tional Thresholds ). The parties may consider such
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