Starting a Business
Starting a Business in Finland – Legal Support for a Smooth Start
Starting a business in Finland is an exciting opportunity – but also a process that requires careful legal and strategic planning. After coming up with a solid business idea, the next step is to consider the potential establishment of the company.
Starting a business is a multi-step process, and seeking guidance from legal professionals can help you avoid costly mistakes. One of the first decisions is choosing the right legal form for your business. In Finland, the most common options include:
Sole proprietorship (toiminimi): Suitable for businesses with low initial investment and moderate revenue expectations.
Limited liability company (LLC / Oy): A common choice for businesses with multiple founders, planned growth, or external funding.
Limited partnership (kommandiittiyhtiö) or general partnership (avoin yhtiö): Used in specific ownership and operational structures.
Our law firm supports entrepreneurs, startups, and international clients in founding and registering companies in Finland.
We assist with:
Selecting the appropriate legal entity
Preparing and filing registration documents
Drafting shareholder agreements, founder contracts, and articles of association
Ensuring compliance with Finnish tax and commercial law
Advising on employment, data protection, and intellectual property from day one
Whether you’re a Finnish citizen or a foreign entrepreneur, we ensure that your business is built on a solid legal foundation. With English-speaking lawyers and a solution-oriented approach, Annia makes starting a company in Finland clear and efficient.
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Business Plan – Strategic Foundation for Growth
After choosing the legal structure, the next key step is to create a clear and realistic business plan. The plan should outline how the company will operate and grow, including:
Target markets and customer segments
Sales channels and pricing
Marketing and communication strategy
Team structure and resource planning
Financial forecasts and funding needs
For small businesses, a concise plan is often enough. For larger ventures or businesses seeking external financing or public startup funding, a detailed business plan is essential. A strong plan not only supports day-to-day decision-making – it also increases your credibility with banks and investors.
Registering the Business and Fulfilling Legal Requirements
Once the plan is in place, the company must be registered with the Finnish Trade Register, managed by the Finnish Patent and Registration Office (PRH). The registration process includes:
Selecting a company name
Defining the line of business (field of operation)
Declaring the company’s domicile, address, and contact details
We assist in preparing the founding notification and ensuring that all required documents are correctly submitted.
It’s also important to assess whether your business falls under a regulated industry. In some sectors – such as healthcare, food services, security, or transport – permits or licenses are required before starting operations. We help clarify legal obligations and assist with any necessary applications.
Company registration and articles of association
Company Establishment and Articles of Association
Establishing a company in Finland includes several formal steps, beginning with the registration process. Once submitted to the Finnish Trade Register, the company receives a business ID (Y-tunnus), which serves as its official identification in all business and tax-related matters.
For a limited liability company (Oy), the Limited Liability Companies Act requires that the business is founded with properly drafted articles of association. This document is a cornerstone of the company’s legal structure and must include:
The company’s name
Its domicile (registered location)
The line of business (field of operation)
The board of directors and its responsibilities
The general meeting procedures
Rules concerning share transfers and redemption rights
The content of the articles of association should reflect the current nature of the business while allowing for future growth and changes. Thoughtfully structured articles help prevent legal conflicts and provide operational clarity as the company evolves.
Our lawyers assist in drafting and tailoring articles of association to match the company’s business goals, ownership structure, and sector-specific needs.
Shareholders' agreement
Shareholders’ Agreement – Protecting the Company and Its Owners
Whenever a company has more than one shareholder, it is highly recommended to prepare a shareholders’ agreement. While not mandatory under Finnish law, this private contract between shareholders is a key tool for defining rights, responsibilities, and conflict resolution mechanisms within the company.
A shareholders’ agreement can:
Clarify decision-making rules and voting thresholds
Regulate the transfer of shares and exit scenarios
Define roles and expectations of each shareholder
Offer protection for minority shareholders
Prevent or resolve internal disputes before they escalate
In the early stages, many of these issues may seem hypothetical – but over time, situations such as disagreements, ownership changes, or funding needs often arise. Having a clear agreement in place can safeguard both the shareholders and the company from legal uncertainty and operational deadlock.
At Annia, we help draft tailored, forward-looking shareholders’ agreements that support the company’s goals and protect all parties involved.
Employment relationships and executive agreements
Employment Contracts and Executive Agreements – Building a Legally Sound Team
Employees are one of a company’s most valuable assets, and getting personnel matters right from the beginning is essential. In Finland, employment law imposes a range of obligations on the employer, while also safeguarding employee rights. Mishandling employment relationships can lead to legal disputes or liability for damages.
That’s why it’s important to invest in:
Well-drafted employment contracts
Clear definitions of roles, responsibilities, and termination terms
Confidentiality and non-compete agreements to protect business interests
Tailored terms for key personnel and executives
When hiring executives or senior management, a key legal consideration is whether to use a standard employment contract or a separate executive agreement. These agreements differ in terms of termination rules, duties, and liability, and should reflect the nature of the leadership role.
Annia assists businesses in preparing compliant, protective, and practical personnel agreements, ensuring that both the company and its team are protected from the start.
Commercial lease Finland
Leasing a commercial space is regulated by special legislation. This is applicable when the leased property is used for purposes other than residential. Whether the lessor is a company or a private individual doesn’t matter per se; the key factor is to determine the primary use agreed upon in the contract. The distinction from residential leasing is most evident in the fact that many provisions can be deviated from through a separate agreement.
Validity, Termination, and Termination
A lease agreement for a commercial space can be made for a fixed term or an indefinite term. If the parties haven’t agreed on the duration of the contract and no other law dictates otherwise, the contract is assumed to be in effect indefinitely.
A fixed-term lease agreement generally cannot be terminated during its term. This means that the tenant commits to paying rent for the entire agreed period, regardless of circumstances. However, early termination of a fixed-term agreement can be agreed upon between the parties. It’s important to note that a fixed-term agreement must be in writing; otherwise, it will be interpreted as an indefinite-term agreement.
Commercial Lease Agreements in Finland – Key Terms and Legal Considerations
Leasing a commercial space in Finland requires a carefully drafted agreement to avoid misunderstandings and disputes between the parties. Below are essential aspects that should be addressed when preparing a commercial lease agreement.
Contract Duration and Termination
Most commercial leases are made for an indefinite term and can be terminated either by notice of termination or contractual termination. The notice period can be freely agreed upon. If no specific term is set:
The lessor’s notice period is three months
The lessee’s notice period is one month
The period usually begins at the start of the month following the notice.
The contract should clearly define termination rules that best suit the business arrangement.
Rent Amount and Payment Terms
It is advisable to specify the following:
Monthly rent amount
Due dates
Late payment interest rate
This reduces uncertainty and provides clarity in case of disagreements.
If the rent is to include value-added tax (VAT), it must be explicitly stated. By default, leasing real estate is VAT-exempt in Finland, unless the lessor has voluntarily registered for VAT due to the lessee conducting taxable business operations in the space.
Maintenance, Insurance, and Liability
The parties can agree on:
Who is responsible for maintenance services
Which costs are included in the rent
How property insurance is arranged
Typically, the lessee takes out liability insurance to cover potential damages. It’s also standard practice to exclude liability for indirect damages unless otherwise agreed. All responsibilities should be clearly documented to avoid legal uncertainty.
Security Deposit
A security deposit is commonly required in commercial leases to protect the lessor against unpaid rent or property damage. The deposit:
Can be monetary or another form of security
Should be assessed for actual value and reasonableness
Is often held in a pledged bank account
It is crucial to define in the agreement under what conditions the lessor can access the deposit, ensuring transparency and legal enforceability.
Need help drafting or reviewing a commercial lease agreement in Finland? Annia’s English-speaking attorneys provide clear and business-focused legal advice for landlords and tenants.
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Subleasing and Transfer of Lease Rights in Finland – What Business Tenants Need to Know
Subleasing and Transfer of Lease Rights – Legal Rules for Commercial Tenants
Under Finnish law, subleasing is permitted for up to half of the leased commercial space unless otherwise agreed in the lease contract. In many cases, subleasing is restricted or requires the landlord’s consent, but the parties are free to agree on different terms. In a sublease arrangement, the original tenant becomes the sublessor, and a separate rental relationship is formed between the sublessor and subtenant.
It’s important to note that legal protections related to termination and compensation generally apply only to the original lease agreement, not to the sublease. Therefore, subtenants have more limited rights under Finnish tenancy law.
When a business is sold, it’s equally essential to address the transfer of the lease agreement. According to the law, if a tenant transfers their business operations, they may also transfer the lease rights to the new business owner without the landlord’s permission, unless:
The lease agreement explicitly prohibits it
The landlord has justifiable grounds to object to the transfer
This legal right ensures continuity of business operations, especially in asset sales and company restructuring situations.
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