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[ESTABLISHING A BUSINESS ENTITY IN FINLAND]
2. STEPS AND TIMING TO ESTABLISH 2.1 Limited Liability Company
as a room separate from home); trader employs people other than spouse or child or grandchild who is a minor; or trader operates in a licensed field of trade. The private trader must also register for VAT if selling goods or services. Even though the registration it is not compulsory it might be a wise thing to do since it gives e.g., protection to the company name. 2.3 Partnerships Both types of partnership are founded by a partnership agreement. It is possible to agree in the partnership agreement on, for example, who has the right to represent the partnership, conveyance of the partnership share, resignation from the partnership, distribution of profit as well as termination or cancellation of the partnership agreement. The partnership agreement is supplemented by the provisions in the Partnership Act (389/1988). For the registration, the partnership agreement, and personal data forms as well as permits (if applicable) must be provided. After submitting the documents, the company will be registered by the Trade Register and the company receives a business identity number. In addition to the partnership agreement the partners may also draft a separate partner agreement in writing in connection with the founding of the partnership. The partner agreement may contain specific clauses regarding the administration of the partnership, the decisions requiring unanimity of the partners, distribution of funds, non-
The registration of a limited liability company is quite easy, and notification may be in certain standard cases submitted online. When the limited liability company is being established, the founders register all shares of the company. At least one of the ordinary members of the board and one of the deputy members (calculated separately) must have permanent residence in the EEA area. If not, a license must be sought from the Finnish Patent and Registration Office for all board members from outside the EEA area. The founders of a limited liability company must sign and provide specific documents to the Trade Register to establish the company along with the Trade Register notification. These include data forms, memorandum of association and articles of association. Memorandum of association shall include, among others, the initial share subscriptions and the first board members. If a person without a Finnish personal identity code is reported for registration for the first time, a proof of the person’s existence must be enclosed (such as a copy of the passport, or an extract from a business register in another country). The company will receive a business identity number at the registration. 2.2 Private Trader Establishing the firm is simple since no separate founding documents are needed. A private trader must register the business in the Trade Register if the following circumstances exist; trader operates in permanent premises (such
ILN Corporate Group – Establishing a Business Entity Series
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