Company Registration Finland, Opening a Business in Finland
Company Registration in FinlandUpdated on Friday 05th June 2015
What are the types of legal entities I can register in Finland?
The most used forms of business in Finland are the private limited company (Oy), public limited company (Oyj), limited partnership (Ky), general partnership (Ay), Private Person Carrying on Trade, Branch of a Foreign Company (sivuliike).
The partnerships can be general (avoin yhtiö-Ay) or limited ( kommandiittiyhtiö,-Ky). The difference between the two of them is that a general partnership is formed only by general partners, fully liable with their own assets for the entity’s debts, while the limited partnerships are formed by general partners, fully liable for the entity’s debts and limited partners, liable only in extend of their contribution to the capital.
Only the general partners are allowed to take managerial decisions regarding the entity’s activities.
A Private Person Carrying on Trade (yksityinen elinkeinonharjoittaja), or a private trader, is a form of business established by a single entrepreneur, liable for the company’s debts with his own assets.
For the private traders and the partnerships are no requirements for the minimum share capital necessary to start the business.
The limited companies, on the other hand, must bring a minimum share capital.
The private limited company (osakeyhtiö-Oy) is established by at least one person with the minimum share capital of 2500 euros (cash or kind). The share of the private limited company cannot be registered at the NASDAQ OMX Helsinki Ltd (Stock Exchange). The highest instance of the private limited liability company is the annual general meeting of the shareholders. The general meeting must be kept within 6 months of the end of the company’s financial year.
The management of the private limited company is assured by a board of directors with 1 to 5 members, responsible for taking daily decisions.
A Finnish Public Limited Company (julkinen osakeyhtiö-Oyj) is established by at least one founder with a minimum share capital of 80.000 euros (cash or property). The shares of this type of company can be transferred to the public through the registration at the Stock Exchange. The management is assured by a board of directors, with minimum three members and a managing director. A supervisory board must also be appointed in charge with the supervision of the board of directors’ activities.
A Branch (sivuliike ) it’s a form of business established by a foreign company, with assets provided by it and full responsibility for its actions assumed by it.
What are the steps for incorporation of a company in Finland?
Every entity established in Finland has a unique name, which has to be verified before registration at the National Board of Patents. If the name is available it has to be reserved.
Before starting any business, a legal entity must register with the Trade Register, kept in Helsinki by the National Board of Patents. The registration documents can be submitted to the local register offices, local tax offices, Centers for Economic Development, Transport and the Environment. The start-up notification is also used for registration at the tax administration.
After that, the newly formed entity must submit the necessary documents at the private insurer for pension insurance, accident insurance, and medical insurance of employees.
What is the minimum share capital of an OY and an OYJ?
There is a minimum share capital of 2.500 EUR necessary to start operating a private limited liability company (OY) and 80.000 EUR for beginning to operate a public limited liability company (OYJ).
What documents are required for the incorporation of a company in Finland?
The necessary documents for incorporation of a new business in Finland are the memorandum of association, the articles of association and the receipt from the bank confirming that the minimum share capital was deposited for the limited companies and the agreements between the parties from the partnerships.
How quickly can I incorporate my company in Finland?
The necessary procedures before incorporating a new company in Finland doesn’t require more than 14 working days.