A rant about starting a game studio as an economic association

Hello! I am Sebastian and I am one of the cofounders of Yuki Guni Games, a new little game studio here in rainy Gothenburg. A lot of people in town are - or are thinking of - starting their own game studios. One thing a little bit special about us is our company form (företagsform). Rather than being a traditional limited/joint-stock company (aktiebolag, AB for short), we are an economic association (ekonomisk förening, ek. för. for short). Terrible legal short-form aside, we believe that there are some benefits to structuring a company this way. As we’ve been asked to do a little write-up about this, and we were recently able to pay ourselves our first salaries (and the government their first taxes), I thought maybe now we are a real enough company to actually give some advice to others.

Before getting into the weeds, I will just mention some things that this blog post is not about:

  • The pro:s and con:s and ins- and outs of other company forms.
  • Doing something similar in countries that are not Sweden. There are likely equivalents for your country (I believe these things are somewhat standardized in the EU nowadays), but I am simply not knowledgeable on the subject.
  • Correct use of terminology in English. I will be translating terms as best I can, but I might mess up. Is “company form” a correct term? I honestly don’t know, but hopefully you still understand what I am talking about.
  • Business advice. By that I mean: I can’t exactly tell you how to make money, or how to get funding to get off the ground. There are various grants, various support networks, and Arbetsförmedlingen has something called enterprise startup support (Starta-eget stöd). I will, however, end this post with some links to helpful organizations, so stick around!
  • Legal advice. I am not a lawyer. I am also not a doctor. In fact, there is a good case you shouldn’t be listening to me at all, about anything.

Some background

For me, the idea to start a studio has been bubbling in the back of my mind since the day I got into this industry. I believe my initial plan when entering the industry at ~18 years old was to work 5 years, then give it a go. I wanted to learn as much as possible about the development and business aspects of video games. Now, at the spry, young age of 32, the time had finally come.

My friend Rasmus and I go way back. He is not only an exceptionally skilled programmer, he is also one of the smartest, most interesting, and kind people I know. While the constellation of people that might or might not make up Yuki Guni Games changed a bit over time, it ended up being Rasmus and I that went ahead with it in the end. Something that we both knew from the start was that we wanted to structure the company as a worker cooperative. After some intense research, which involved talking to everyone and anyone with business experience, and countless nights of reading and watching web resources, we settled on forming an economic association.

Wtf is an economic association?

That question is actually, maybe, the primary drawback of starting an economic association. While we had been discouraged by others that used this company form in the past, when digging down into specifics of why they suggested against it, that was kind of the only drawback that we agreed might be problematic (we love you guys, you know who you are, and if we in some years time realize we made a mistake here you are more than welcome to say “I told you so” ❤️). You will need to constantly explain this to people (and maybe, one day, make an entire blog post about it).

The TL;DR is: it is very much like an AB. You are a legal entity (juridisk person), with an organization number, the blessed obligation to pay taxes, open a bank account and get a credit card, and the ability to employ people. The main difference is the ownership structure. Instead of shares being divvied up among shareholders (aktieägare), ownership is spread equally among members (medlemmar). One member - one vote.

Who can become a member is dictated by the bylaws (stadgar). What is actually mandated by law here is actually pretty lax. The main thing being that members pay a one-time membership share (medlemsinsats - this one is a bit hard to translate). This share can be 1 SEK, it can be 100 000 SEK. If a member decides to leave in the future, as long there is money in the company, they are owed their share paid back. Membership must also be open to anyone that qualifies under whatever other rules are set out in the bylaws.

There are all sorts of creative things you can do with the share, and you can be differently strict with the exact rules for membership.

We decided on a broad definition of who can be a member. Roughly we define it as: “whoever is permanently employed or otherwise regularly does work for the association.” A member can be a physical, flesh and blood and tears, person, or another legal entity. The reason for doing this is to allow for members that might be freelancers, or that might have their own smaller companies already, to be an equal part member even if we cannot employ them (or if they don’t, for whatever reason, want to be employed).

As a quick aside, just to make it clear, that means that you can indeed be an employee without being a member, and vice versa. We will encourage all future employees to also become members (but not force it).

Additionally we allow for investing members (investerande medlemmar). These are members that have a vote, and the same economic rights as regular members, but are not involved in the actual work of the company. The interesting thing about those kinds of members, is that they can never have a larger share of votes than regular members. In fact, if their votes would ever exceed 1/3, their vote share is automatically shrunk down to 1/3. This means that it can serve as a way for parties to invest for equity (part ownership of the company), but essentially makes it impossible for that equity to ever outvote the regular members. This can be a pro or a con, depending on which way you look at things.

Finally, we have set out that each member must be approved by the board (styrelsen). This segues nicely into…

Governing

Okay, but what does all this mean when it comes to actually running the company? Does everyone just vote on everything all the time?

Well, no. Unless you want to. It’s up to you.

The board are members who, during a mandatory annual meeting (årsföreningsstämma), are designated as the leaders of the company for the duration of that year. They are legally allowed to sign for and otherwise represent the company. Additionally, a CEO can also be appointed, that has some special rights such as being able to make decisions for the company as a whole without consulting the board (if the need should arise).

The board must be at least 3 people, and they must be members. For us, the board consists of me, Rasmus, and our former colleague and current friend Jesper (who is currently more of a silent, but deadly, partner). This makes sense if you think about it - an odd number of votes prevents deadlocks.

Our bylaws dictate that 2/3 of the board must be present to make decisions. In practice, this means that as long as Rasmus and I agree on a decision, we can go ahead with it. If we were ever to disagree, Jesper has the deciding vote. Similarly, if I would for whatever reason be unavailable, Rasmus and Jesper would be able to make a decision. I just mention this to dispel any notions that decisions end up in committee forever, which I know is a fear some people might understandably have.

Besides the minimum 3 members to make up a board, the association also needs an auditor (revisor). This is the person responsible for checking your finances at the end of the year. Unless you are of a certain size, this person can be anyone that is not also a board member (i.e. they do not need to be accredited). However, at the very least, we recommend you find someone that knows their way around economics (like our auditor and friend Christoffer).

As the company grows, the question of how to make day-to-day decisions arises. Anyone that has worked in groups larger than a handful know that inevitably you will need some level of organization. How flat or top-down you want to make this is, again, up to you. It really is not different from how you would structure any other company.

Time will tell, but I believe if we end up growing to our pie-in-the-sky size of 10-20 people, we will have a pretty conventional hierarchical structure of management. Personally, I find that letting everyone have their voices heard, but having a single decision maker with a clear mandate within a domain (say, the lead designer of a project, or head of marketing), is essential to keep things rolling smoothly within a project, or a company as a whole.

Where we will differ is how the people end up in those roles. If a conventional company is a dictatorship (with a, hopefully benevolent and enlightened CEO), or an oligarchy (with a, hopefully, benevolent and enlightened group of founders), we would be closer to a (hopefully benevolent and enlightened) representational democracy. While the board, and possibly a future CEO, might have the authority to run the company as they see fit - the other members gave them that mandate. And they can, by vote, take that away.

That does mean that yes, besides the rights of being the first employees and thus being harder to fire (företrädesrätt and such), us founders don’t really have any special rights that other members or employees don’t. There are different ways you could enshrine special rights to the founders, but we deliberately do not. A fear that has been raised by some is that we could, essentially, be forced out of “our own” company. Well, we see that as a feature, not a bug.

If, say, a majority of members believe the company should go in a different direction than we do - so be it. For me, it might make me upset or sad on a personal level of course, but I believe a company whose owners or management go against the majority of employees, will not be a very good company to work for. And if I may be a little cheeky, to use an old employer adage, if I don’t like it I can always find somewhere else to work.

Oh, and it might be worth mentioning that, by law, any member whose economic rights (right to profit share f.ex.) would change due to a change in the bylaws are protected in the sense that they are guaranteed to be able to end their membership, but retain whatever rights they had for that fiscal year (räkenskapsår). Don’t quote me on this, I may be misremembering the exact details of the law here, but that should about cover it.

Make studio. ???. Profit.

I mentioned profit, that sounds fun! To skip out on some (a lot of) boring details, before the annual meeting, the board presents the company’s financial statements (bokslut) prepared by our accountant (bokföringskonsult) to the auditor. They then confirm that everything is in order. If there happens to be any money left over (that is not tied up in debt etc.), a decision needs to be made what to do with it.

Our bylaws dictate that first we decide how much, if anything, should go back into the company account. Then how much should be put aside for some specific need (say, a travel budget). Finally, we decide how much should be distributed as dividends.

There are all sorts of ways you can decide what to do with this money, and if and how you want to distribute any profit to the members. F. ex. this is where you could tie existing share into “cut” of the profit. You could also base it on time worked during the previous fiscal year. You can also have a scheme where rather than dividends (utdelning), the money is reinvested into a member’s share.

We talked a lot about how we would like to structure this. In essence, we want it to be fair. Fairness is relative. Some might feel that the longer you are in the company, it’s most fair to get a bigger share. Or, perhaps, someone that only worked part time (such as musicians are wont to do in game projects), should not have an equal share to someone that worked full time.

Here we decided to keep it simple stupid. We split it equally among members. After discussing different scenarios we decided that would be the best. And, honestly, no one would be more negatively affected than us, probably.

We are convinced! Now what do we do?

Well, first of all, I would strongly recommend setting up a free consultation with Coompanion. They give completely free advice on starting cooperatives, and they will guide you all the way. It’s incredible that they exist, and I can’t recommend them enough. They have specific knowledge about cooperatives, but maybe not so much about the games industry.

For the more game specific knowledge, you should check out Sweden Game Arena. Specifically their Sweden Game Startup program. They are great, and I don’t think they need me to vouch for them, their track record of alumni speak well enough for them. One thing to note though that is not very clear - they only take in companies that own and work on their own IP:s. That is, if you, like us, are starting out as a co-dev/porting studio, they can’t take you in.

Other than those two, Verksamt.se is your #1 friend. Check out their neat checklist that tells you step-by-step what to do.

Miscellaneous

Here are some things I would like to mention, but I couldn’t really fit anywhere else in the post:

  • I said I won’t give any business advice, but I will say this: if you’re thinking of starting a company together, make sure to consult as many people as you can. This will help you avoid common pitfalls, and you would be surprised how many people are more than willing to give advice. Talk to each other, and make sure that as little as possible is left unsaid. You might be the best of friends now, but time and hardship can strain any relationship. The more you hash out before you start, the less likely you are to butt heads in the future.
  • If you decide to start an economic association, really get ready to have to explain what you are to everyone. A bank may have 20 people on staff that know exactly how an AB works, but 1 person in another city with the equivalent knowledge of economic associations. As an example, I had to press the lady working at the Swedbank office that, no, we don’t actually need any registration from Lantmäteriet (that is something required for Vägsamfällighetsföreningar or Bostadsrättsföreningar, not you). Once we got past that hurdle things went relatively smoothly.
  • That said, you are a legal entity, with all the important numbers (organization number, VAT number, etc.) and unlike what some might tell you you are not personally financially liable (like in a Handelsbolag which I would strongly advice against). What I’m saying is, you are in fact a “real company”. Just look at us over on AllaBolag.se. You can even get a very official certificate of registration from Bolagsverket (in English as well)! Feel free to order one of ours and hang it on the wall.

In conclusion

Yuki Guni Games is a company of contrast.

Jokes aside, there is so much I could’ve covered in this post. I probably went way too much into specific topics, and completely skimmed over or forgot some very important ones.

If you have any questions, thoughts, ideas, praise, or complaints, feel free to reach out to us. If you are in the Gothenburg area, hit us up at Spelölen or SpelUtvecklarPub. And if you happen to be at BitSummit or Gamescom 2026, you’ll likely find us there.