How to update the share ledger after a new share issue
In a Swedish new share issue, the decision, subscription, allotment, share-ledger entry and registration are separate steps. Once subscription has ended, the board decides allotment. The general rule is to enter allotted shares in the ledger immediately under Chapter 13, Section 18 of the Swedish Companies Act. There is an important exception where the board’s issue decision requires subsequent shareholder-meeting approval.
Keep the steps distinct
- Issue decision. Check the decision and its terms. The Swedish Companies Registration Office’s guidance on issue decisions (Swedish) describes the process.
- Subscription and allotment. After the subscription period, the board decides which shares are allotted. Keep the allotment decision as evidence.
- Ledger update. Enter the allotted shares immediately under Chapter 13, Section 18 and check that the required ledger details are complete.
- Registration. In the ordinary procedure, apply to register the issue within the separate time limit in Chapter 13, Section 27. Do not confuse registration date with allotment or ledger-entry date.
Exception: If the board decided the issue subject to subsequent shareholder-meeting approval, new shares may not be entered before that approval. This procedure also has a different registration deadline. See Chapter 13, Sections 31–34.
For a depository company, the company instead notifies the central securities depository of the allotment under Chapter 13, Section 18.
See also the required share-ledger entries. In Kvanta, you can handle the new share issue as an ownership event and track the resulting ownership changes.