What should I consider when setting up business in Finland?
Do you have plans for doing business in Finland?
What should I consider when setting up business in Finland?
Expanding into a foreign country for business can be challenging. Reporting obligations, registrations, and other compliance requirements can cause confusion. It's often beneficial to engage a local specialist who can help meet all compliance needs and explain the basics of Finnish business requirements.
Key considerations include:
Company registration obligations
Social security liabilities
Payroll and accounting requirements
Choosing the appropriate legal entity
Azets is here to support you every step of the way to ensure your operations run smoothly from day one.
There are several registers that may be statutory for your company and should be verified before starting operations in Finland:
Registration requirements vary for each register. You should consult with the respective authorities to determine whether registration is required for your specific situation. Alternatively, Azets has specialists who can help you identify the necessary registrations for your business.
Finland requires statutory insurance coverage for companies with employees in Finland. These social security expenses are comparable to other countries and include:
The costs for these insurances are government-regulated, ensuring uniform pricing regardless of the insurance provider. Azets has established partnerships to secure these insurances on behalf of our clients. The process is efficient and, most importantly, ensures coverage is in place from day one.
Suomi.fi registration is a secure digital authentication service for electronic transactions with the Finnish Tax Administration and the Social Insurance Institution (Kela). This registration enables you to manage your affairs electronically, eliminating the need for paper forms.
However, the process of obtaining and using this service can be complex and detailed, as government communications are primarily conducted in Finnish and Swedish. The most convenient and efficient approach is to have Azets handle your electronic filings on your behalf.
What legal entity should I choose?
While choosing a legal entity may seem straightforward after deciding to expand into Finland, each option requires careful consideration. Below are the three most common structures for international companies: operating as a foreign business in Finland, establishing a branch office, or setting up a subsidiary. Click on each option below to learn more about the specific requirements and benefits.
Operating as a foreign company (Finnish: Ulkomainen yhteisö, Swedish: Utländskt samfund) can be the most straightforward business structure when you have limited operations and few or no employees in Finland. This approach allows you to operate under your existing overseas company structure without establishing a separate legal entity in Finland. Your business activities are conducted as a foreign company operating in Finland, and in its simplest form, no registrations are required.
Depending on your circumstances, you may be subject to Finnish taxation if you establish a permanent establishment (PE) in Finland. This determination is highly case-specific and difficult to generalize. Key factors considered include the nature of your operations, number of employees, assets held in Finland, and any physical premises within the country. If a PE is established, profits generated from Finnish operations will be subject to Finnish taxation.
Whether you have a PE significantly impacts various requirements, including employer registration, trade register obligations, and taxable income reporting. Without a PE, you typically have minimal concerns and few or no reporting obligations in Finland. However, you may need to register for the prepayment register to avoid withholding tax requirements.
A branch office (Finnish: sivuliike, Swedish: filial) is not a separate legal entity from your parent company but is registered in Finland with its own business ID. Legally, the branch remains part of your company and therefore does not have a separate board of directors, cannot enter into independent contracts, or file for bankruptcy. It functions as an overseas extension of your business that must be registered with the trade register.
A branch must maintain separate books and accounting records and is taxed in Finland independently from the parent company. Establishing a branch typically results in creating a permanent establishment (PE) in Finland. However, registering a branch does not require separate assets or capital investment. A key advantage of the branch structure is that it provides clarity regarding taxable income and deductible expenses under Finnish tax law, compared to operating as a foreign business.
In many cases, a branch is easier to manage than a subsidiary and simpler to dissolve. Reporting obligations are generally lighter for branches. However, Finnish company law does not apply to branches, and there are differences in tax treatment, particularly in situations involving mergers and acquisitions or asset transfers.
A subsidiary is an independent legal entity (Finnish: Osakeyhtiö, Swedish: Aktiebolag) that operates separately from its owners (parent company) and can enter into contracts independently. A limited liability company structure can be valuable for limiting potential risks when operating in Finland, as owners are only liable to the extent of their invested assets, not for company decisions.
Establishing a subsidiary is relatively cost-effective, with administrative fees currently under 500 euros and no minimum capital requirement. A limited liability company maintains its own board of directors, which may include members from the parent company's board. A subsidiary is often viewed as more credible by other businesses and public authorities, as it represents a registered Finnish entity with established local presence.
However, operating costs may be higher compared to a branch structure. You may require an auditor for your company and must document board meetings and annual shareholder meetings. Additionally, dissolving operations is more complex and requires a minimum of five months. Unlike a branch, a subsidiary can file for bankruptcy as an independent entity.
Things to consider when making a decision
How should you approach selecting the most suitable operational structure? One of the primary considerations is typically tax liability, as this can represent a significant expense for your company. Therefore, assessing whether you would establish a permanent establishment in Finland is critical. Beyond the PE assessment, several key variables should be evaluated:
What scale of operations are you planning, and how long do you intend to operate in Finland?
Do you plan to hire personnel? What collective bargaining agreements, social security obligations, and insurance liabilities may apply?
Are you planning major expansion or maintaining a minor presence?
Corporate tax rate: could Finland's competitive 20% tax rate benefit your business structure?
What are the primary risks associated with your business and industry? Do you need a separate legal entity for liability protection?
Who comprises your target market: consumers, businesses, or both?
Do you need to participate in public procurement processes?
What tax treaty provisions exist between your country of residence and Finland?
What are your corporate group policies and requirements?
What is your capital structure: does your business rely on equity and retained earnings or debt financing?
How is capital managed within your group: through dividends, loans, interest payments, or intra-group arrangements?
Frequently asked questions
A company is required to elect an auditor if it meets two of the following three criteria:
Annual turnover exceeds €200,000
Total balance sheet exceeds €100,000
Note that in Finland, your accounting partner cannot provide auditing services due to legislative independence requirements.
In Finland, the business ID serves as both the company identifier and VAT number. You can verify your company's business ID and access other public information through official registers.
No, mandatory insurances must be obtained from Finnish providers. While additional insurance coverage can be purchased elsewhere, be aware that these may be considered taxable benefits for employees.
Our tax and legal experts are at your service
While there are many factors to consider, you don't have to navigate this process alone. Azets is ready to support you with these decisions and much more to ensure regulatory compliance and strategic expansion. Our tax and legal specialists are available to assist you throughout every stage of your expansion journey. We also provide comprehensive assessments to determine your potential permanent establishment risk.