Deposit the paid-in share capital in a bank; pay the registration fee and get a receipt
Agency: Bank
According to the Companies Act, the paid-in share capital must be paid in full into the company’s bank account. To open a bank account, the company must provide at least a copy of memorandum of association. Normally also following materials need to be provided to the bank when opening an account:
- The minutes of the meeting of the Board of Directors including a resolution of opening an account and identifying persons authorized to use the bank account to be opened,
- A brief description of the nature of company’s future banking transactions,
- A description of the company’s field of business,
- Sufficient information regarding the shareholders and the directors of the company,
- Copies of the passports regarding the persons authorized to use the bank account.
The subscription price may be paid to a bank account outside of Finland. However, the bank account should correspond to a bank account of a Finnish depository bank or a branch of a foreign credit institute in Finland.
The receipt of the bank regarding the payment of the share capital is sufficient in order to register the company. However, if an auditor is elected in accordance with applicable law, the auditor shall provide a statement confirming the payment of the share capital.
Time and cost: 1 day, no charge
Submit a single start-up notification form to the National Board of Patents and Registration (PRH) and the Tax Administration as well as VAT registration
Agency: NBPR and the Tax Administration
A basic declaration to the Trade Register must be filed as the National Board of Patents and Registration specifies. For each type of business association, a separate basic declaration form must be used. The forms are available on the National Board of Patents and Registration, regional tax offices, local tax offices, Centers for Economic Development, Transport and the Environment (“ELY” Centers), local register offices, and Chamber of Commerce and Enterprise Agencies. All registrations to the Trade Register and to the Tax Administration are performed with the same basic declaration.
It is possible to file a start-up notification online for EUR 275. In order to be able to use the online system, it is necessary to obtain an ID with the National Board of Patents and Registration of Finland.
If the company has employees, the company must be entered into the Employer Register, according to Section 31 of the Preliminary Taxation Act, which happens at the same time as the registration to the administration. Registration to the Tax administration includes registration for the Value Added Tax.
When the basic declaration is submitted, a certificate of the company’s business identification number may be obtained at a fee of EUR 7. This certificate allows companies to use their bank accounts before registration has been completed.
The online registration is possible only when the following conditions are met:
- The standard Article of Association is sufficient.
- The shares are paid in euros to the bank account of the company to be established.
- The subscription price is entered in share capital entirely.
- All subscribers of shares and the Members of the Board of Directors shall have a Finnish social security number and a personal code for online banking system or an identity card with chip (HST-card). This applies also to possible CEO and a possible auditor who is a natural person.
- The possible procuration holders and those who are entitled to represent the company have a Finnish social security number.
According to the Finnish Limited Liability Companies Act (624/2006) chapter 2, section 8(1), the company shall be notified for registration within three months of the signing of the Memorandum of Association. If failing this, the incorporation of the company shall lapse. If the company shall carry on business, farming or any other income deriving activity, it shall be registered in the prepayment register.
Time and cost: 8 business days for online registration or 24 business days for paper registration, EUR 275 (online start-up notification of a limited liability company) and EUR 380 (start-up notification in paper form)
File at a private insurer for pension insurance, accident insurance, and medical insurance of employees
Agency: Private Insurer
Under the statutory pension insurance scheme, an employer must subscribe its employees for pension insurance with a pension provider handling earnings-related pensions. Supplemental pension insurance is optional.
The employer also pays the pension institution statutory employee earnings-related contributions, such as: accident insurance, unemployment insurance, and group life assurance premium. A social security contribution is also payable to the Regional Tax Office.
The employer must insure its employees against accidents and occupational diseases, according to Section 3 of the Occupational Accidents, Injuries and Diseases Act, which has been in force as of 1 January 2017. In addition, certain collective labor agreements require that employers provide their employees with group life insurance. No proof of insurance is needed to start operations.
The accident insurance is paid to the insurance company and must be obtained before the work for the company starts. The group life insurance is also paid to the insurance company. The group life insurance is compulsory only if the applicable collective labor agreement requires the employer to take the group life insurance. Unemployment insurance is paid to The Unemployment Insurance Fund.
Time and cost: 1 day (simultaneous with previous procedure), no charge
