Non-mandatory rules (ABL)

What are non-mandatory rules?

Non-mandatory rules (Swedish: dispositiva regler), also called default rules, are provisions of the Swedish Companies Act (ABL) that apply unless otherwise decided, but which the company may depart from, usually through its articles of association. The opposite is mandatory rules, which apply whatever the owners agree.

Non-mandatory rules in practice

One example is the pre-emptive right in a new share issue, which the articles of association can depart from. The owners can also supplement the law with a shareholders' agreement, but such an agreement only binds the parties who have signed it.