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Company Formation Finland

Updated on Sunday 20th May 2018

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Company incorporation in Finland is quick, simple and implies low costs. When establishing a company in Finland, the first step is to choose three company names and submit them for approval.

The following conditions must be met in order to facilitate the registration procedure:

− the client must deposit the required share capital in a bank;

− submit a start-up notification form to the National Board of Patents and Registration (NBPR) and to the tax authorities;

− apply for pension insurance, accident insurance and medical insurance of his/her employees;

− present identification documents, such as passport copies, identification cards or driver license of both shareholders and directors and a recent utility bill or a bank statement as proof of residential address;

− submit the articles of association of the company that must contain the names and addresses of the shareholders and directors of the company (Finnish Company Law requires a number of one to five shareholders); the company’s main business purpose for taxation; the shares’ value in the company;

− in order to open a bank account, identification documents are required together with the application forms from the bank where the share capital will be deposited and details about the company’s activities and banking relations and the resolution for opening the bank account and the persons appointed to operate the account. The share capital must be deposited in the bank account before the company is registered with the Finnish Trade Register.

Once all documents are ready they will be submitted with the Finnish Trade Register.

Any person no matter his or her nationality or residency can be a director or a shareholder in a company in Finland. There must be at least two members in the board of directors and at least one member and one supplementary member must be an EU resident. Finnish companies are not required to have a managing director, but if a director is chosen, he or she must be an EU resident.

The company must have a local registered office and BridgeWest offers this type of service.

A Finnish limited company is required to have a start-up capital of 2,500 EUR and it is also required to have an accountant.

Bridgewest provides the following services:

- drawing up the articles of association that can be signed through power of attorney (Finnish laws require powers of attorney for any public notary proceedings);

- drawing up documents for company incorporation in Finland: specimen signatures, identification papers copies, application form required for company registration;

- arranging public notary proceedings (all procedures for company incorporation are done in front of a Finnish public notary);

- providing a registered office in Finland on demand; the registered office serves as headquarters for the company in Finland and it will be made public;

- setting up a bank account for the company in Finland; BridgeWest will help in setting up the share capital bank account, as well as a current bank account once the company is incorporated;

- recommending a Finnish accountant, as accounting services are needed for new businesses in Finland.
 

The Finnish limited liability company


The limited liability company in Finland can be private (osakeyhtiö-Oy) or public (julkinen osakeyhtiö-Oyj). Private companies cannot trade their shares on the stock exchange, while public companies are allowed to do so. Private limited companies require a minimum share capital of 2,500 EUR, while public companies require a minimum share capital of 80,000 EUR. Shareholders of both private and public limited companies will not be held liable for the companies’ obligations, but they must make specific contributions.
 

The limited partnership in Finland


Finnish limited partnerships can be registered by two or more individuals or legal entities. The general partner will be fully held liable for the partnership’s obligations, while the limited partner will be held liable to the extent of his/her contributions. The general partner will have managerial rights and will be allowed to claim profits, while the limited or silent partner will have no right in making managerial decisions. The limited partnership is required to register with the Finnish Trade Register. 
 

Finnish branch, subsidiary or representative office


Foreign companies are allowed to set up separate enterprises from the parent company, where the foreign company will be a shareholder in a Finnish company. Foreign companies can also open extensions of the parent company in Finland.
 

Taxation in Finland


The corporate tax in Finland is 20%.

The standard VAT rate in Finland is 24%, but reduced rates of 14% and 10% apply to certain products.

There is no dividend tax paid to a Finnish company, but there is a 20% tax on dividends distributed to foreign companies that do not have a registered office in Finland.

There is no withholding tax on interests. Royalties are subject to a 20% tax unless double taxation treaties are enforced. 

BridgeWest is also able to offer ready-made Finnish companies and VAT registration.

Please contact us for more information and prices.

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