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Company formationEurope

Finland company formation: setting up a Finnish Oy

A Finnish osakeyhtiö (Oy) is a limited company founded by a memorandum of association signed by all its shareholders and registered by PRH. As of November 2026, a private Oy can be formed with EUR 0 of share capital, must be notified within three months of signing, and pays 20% income tax on its profits.

Updated

Key facts

Corporate income tax
20%As of 3 November 2026 · [9]
Minimum share capital, private Oy
None; EUR 0 is allowedAs of 3 November 2026 · [2]
Board
1 to 5 members unless the articles say otherwise; at least 1 deputy with fewer than 3As of 3 November 2026 · [1]
Managing director
OptionalAs of 3 November 2026 · [1]
Residence of board and managing director
At least 1 ordinary board member, 1 deputy member (if any) and the managing director (if any) in the EEA, unless PRH grants a permitAs of 3 November 2026 · [3]
Representative to receive service
Needed unless an EEA-resident board member, managing director or signatory is registeredAs of 3 November 2026 · [3]
Notification deadline
Within 3 months of signing the memorandum, or the incorporation lapsesAs of 3 November 2026 · [1]
Filing with the Trade Register
Online only since 2026-01-01As of 3 November 2026 · [6]
Registration processing time (statutory target)
Within 5 working days of a complete electronic start-up notificationAs of 3 November 2026 · [7]
Beneficial owners
Filed with PRH, also when there are none; changes without delayAs of 3 November 2026 · [8]
Withholding tax on dividends to non-residents
30% for individuals, 20% for companies in general; tax treaties can reduce itAs of 3 November 2026 · [10]
VAT standard rate
25.5% (reduced rates 13.5% and 10%)As of 3 November 2026 · [11]
VAT registration
Required above EUR 20,000 of turnover in a calendar yearAs of 3 November 2026 · [12]
Financial statements
To the Trade Register within 8 months of the financial year endAs of 3 November 2026 · [13]
Auditor
Not required if no more than 1 of these is exceeded in the last 2 years: EUR 100,000 balance sheet, EUR 200,000 net sales, 3 employeesAs of 3 November 2026 · [14]
Corporate tax return
Within 4 months after the last calendar month of the accounting yearAs of 3 November 2026 · [15]
Earnings payment reports (Incomes Register)
Within 5 days of the payment dateAs of 3 November 2026 · [17]
Employer's health insurance contribution
1.91% (2026)As of 3 November 2026 · [18]

The shareholders sign a memorandum of association with the articles, and the company is notified to the Trade Register within three months of signing, or the incorporation lapses. Shareholders may be individuals or companies; PRH states that ordinary businesses face no restrictions on share ownership based on residence or citizenship.

Since 1 January 2026, notifications are filed online only, at ytj.fi or through PRH's online forms, with strong electronic identification. Where nobody responsible for the company has a Finnish personal identity code, the filing is made by a contact person with Finnish identification, by a responsible person using an accepted e-ID from certain EU countries on PRH's form for foreign persons, or by an attorney.

The board has one to five members unless the articles say otherwise, with at least one deputy if it has fewer than three; a managing director is optional. At least one ordinary board member, at least one deputy member where the board has deputies, and any managing director must live in the EEA unless PRH grants a permit. A representative authorised to receive service is needed unless an EEA-resident board member, managing director or signatory is registered.

The Trade Register Act sets PRH the target of registering a limited company within five working days of receiving everything needed for an electronic start-up notification. Beneficial owners are filed with PRH, also when there are none, and the same start-up notification can register the company for VAT and as an employer with Vero.

A foreign company can instead open a branch. It files a start-up notification for the branch before operations begin, a company from outside the EEA also needs a permit from PRH, and the branch files the foreign company's financial statements within six months of its year end.

Redomiciled coordinates the registration, the representative for service where one is needed, bookkeeping, financial statements, and tax, VAT and payroll registrations with Finnish providers; Finnish advisers give the legal and tax advice.

Who it suits

  • Founders who want a euro-area company

    You invoice in euro and want an EU limited company that can start without share capital.

  • Companies hiring or selling in Finland

    You need a local employer and a Finnish VAT number for customers and staff in Finland.

  • Groups with management in the EEA

    An ordinary board member, a deputy member where the board has deputies, and the managing director living in the EEA meet the residence rule without a PRH permit.

  • Holding structures

    Dividends from Finnish and EU or EEA companies are, with exceptions, tax-exempt, and qualifying gains on fixed-asset shares are tax free.

How we help in Finland

Redomiciled coordinates the formation; licensed local agents file it. We start from where the company will trade and bank, and once it exists we introduce it to banking partners whose criteria fit. Formation and account opening are separate steps, each subject to its own checks.

What we do

  1. A structure plan

    The entity we recommend, with what banks will ask of the company, set against where it trades and banks.

  2. Formation through licensed agents

    We prepare the documents with you and coordinate the filing with our local partners.

  3. Banking introductions

    We present the new company to banking partners whose criteria fit it.

  4. Ongoing support

    Reminders for renewals, annual filings and the information banks request at periodic reviews.

Who does what

Redomiciled
Your single point of contact: we plan the structure, keep the timeline and coordinate every party.
Licensed local agents
Form the company in Finland and file its documents.
Lawyers, accountants and tax advisers
Give legal and tax advice where you need it. We introduce independent professionals, whom you engage directly.
Banks and payment institutions
Open accounts after their own due diligence; an account is never guaranteed.

Scope and fee are agreed with you up front, before any work begins.

Finland company requirements

  • Memorandum signed by all shareholders

    With the articles of association; the company is notified within three months of signing.

    Required
  • Board of one to five members

    At least one deputy if there are fewer than three members; board members are natural persons of age.

    Required
  • EEA residence in management

    At least one ordinary board member, at least one deputy member where the board has deputies, and any managing director must live in the EEA unless PRH grants a permit.

    Required
  • Registered office in Finland

    The articles name the Finnish municipality where the company has its registered office.

    Required
  • Beneficial owners filed

    With PRH, including a notification when there are none, and every change without delay.

    Required
  • Representative for service

    Needed unless an EEA-resident board member, managing director or signatory is registered.

    Depends on your case
  • Share capital

    Optional for a private Oy; where shares are paid in cash, payment goes into a company account.

    Depends on your case
  • Auditor

    Not required while the company stays within the size limits of the Auditing Act.

    Depends on your case

Documents

  • Memorandum of association with articlesSigned by all shareholders; it names the board and, where there is one, the managing director.
  • Start-up notificationFiled online with the Trade Register, also covering VAT and employer registration with Vero where needed.
  • Evidence of share paymentWhere shares are paid for, an auditor's certificate or, without an auditor, other evidence of payment.
  • Beneficial owner detailsThe natural persons who own more than 25% or control the company, or a notification that there are none.
  • Identification of foreign personsAn accepted e-ID on PRH's form for foreign persons, or a contact person or attorney who files for the company.

Finland company formation timeline

  1. 1Structure and rolesDecide the shareholders, any holding company above, the board and whether to appoint a managing director, and how the residence rule is met.
  2. 2Memorandum of associationAll shareholders sign the memorandum with the articles; any share capital is paid in.
  3. 3Online start-up notificationFile within three months of signing; the statutory target is registration within five working days of a complete electronic notification.
  4. 4Tax registrationsVAT once turnover exceeds EUR 20,000 in a calendar year, and the Employer Register for regular employers, both with Vero.
  5. 5Bank and bookkeepingOpen the operating account after the bank's due diligence and set up the accounts the financial statements will be based on.
  6. 6Annual cycleEarnings payment reports within five days of each payday, the tax return within four months and the financial statements within eight months of the year end.

Finland company tax

  • Limited companies pay 20% income tax on their profits. The company files its own tax return electronically, even without activity, within four months after the end of the last calendar month of its accounting year.
  • Dividends paid to non-residents carry withholding tax at source of 30% for individuals and, in general, 20% for companies. A tax treaty can reduce the rate when the recipient shows it is entitled to it.
  • Dividends that a Finnish company receives from a company resident in Finland or in an EU or EEA country are, with certain exceptions, tax-exempt. Gains on shares are tax free if the shares are fixed assets, the seller has held at least 10% of the share capital for at least a year, and the company sold is not a real estate company.
  • VAT is 25.5% as standard, with reduced rates of 13.5% and 10%. A company must register for VAT once its turnover exceeds EUR 20,000 in a calendar year, and may register voluntarily below that.
  • Regular employers register with the Employer Register, report each salary payment to the Incomes Register within five days of the payment date and pay the employer's health insurance contribution, 1.91% for 2026.

General information, not tax advice. Your position depends on your circumstances.

Banking fit

  • Without share capital, the Oy can be formed before any bank account exists; cash capital can go into a comparable foreign account as well as a Finnish one.
  • Finnish banks check that a Finnish company's beneficial owners are in the register, so filing them with PRH before applying keeps the file consistent.
  • FIN-FSA has flagged rising rejections of legal persons' account applications, so a complete description of the business and its money flows matters.

Corporate Banking

Keeping a Finnish company in good standing

Approved financial statements are filed with the Trade Register within eight months of the end of the financial period, also for a company without activity. An auditor is not required while no more than one of three limits is exceeded in the last two years: EUR 100,000 balance sheet total, EUR 200,000 net sales and 3 employees.

The company keeps its beneficial owner details current with PRH and files changes without delay. At least one ordinary board member, at least one deputy member where the board has deputies, and any managing director continue to live in the EEA unless PRH has granted a permit, and a representative for service stays registered where the law requires one.

The tax return, earnings payment reports and VAT returns follow Vero's deadlines, and the board keeps the company's own list of beneficial owners.

Questions

How do I register a Finnish Oy without a Finnish identity code?

Since 1 January 2026 filing is online only. Without Finnish identity codes, the notification is filed by a contact person with Finnish identification, by a responsible person using an accepted e-ID from certain EU countries on PRH's form for foreign persons, or by an attorney.

How long does PRH take to register an Oy?

The Trade Register Act sets PRH the target of registering a limited company within five working days of receiving all the information an electronic start-up notification needs. PRH also publishes the arrival dates it is currently processing.

Do board members of a Finnish Oy have to live in Finland?

No. At least one ordinary board member, at least one deputy member where the board has deputies, and any managing director must live in the EEA unless PRH grants a permit. A representative to receive service is needed unless an EEA-resident board member, managing director or signatory is registered.

Does a Finnish Oy need an auditor?

Not if no more than one of three limits is exceeded in both of the last two financial years: EUR 100,000 balance sheet total, EUR 200,000 net sales and 3 employees on average.

What are the yearly deadlines for a Finnish Oy?

Financial statements to the Trade Register within eight months of the year end, the tax return within four months after the last calendar month of the accounting year, and earnings payment reports within five days of each payday.

Can a foreign company open a branch in Finland?

Yes. It files a start-up notification for the branch before operations begin, and a company from outside the EEA also needs a PRH permit. The branch files the foreign company's financial statements within six months of its financial year end.

Company formation elsewhere

  • Cyprus
    Cyprus company formation for EU-focused businessesA Cyprus limited company is an EU-resident company used by founders who need dependable European banking and payment access for activities that banks review closely. As of 2026 it pays 15% corporate tax on profits, and dividends paid to non-resident shareholders generally carry no Cyprus withholding tax.
  • Denmark
    Denmark company formation: setting up a Danish ApSA Danish anpartsselskab (ApS) is a private limited company owned through shares called anparter and registered with Erhvervsstyrelsen. As of November 2026, it needs at least DKK 20,000 of capital, paid in before registration, and its taxable income is taxed at 22%, the rate for 2026.
  • Hong Kong
    Hong Kong company formation for international foundersA Hong Kong private company limited by shares is a separate legal entity that non-residents can own entirely, used for trading, services and holding Asian revenue. Electronic applications normally receive their certificates within an hour, and since 23 May 2025 existing foreign companies can also re-domicile into Hong Kong.
  • United States
    US LLC formation for international foundersA US limited liability company (LLC) is a state-registered company that non-US founders use to invoice clients, hold assets and access US payment rails. A single foreign owner's LLC is disregarded for federal income tax by default, but as of October 2026 it must still file Form 5472 every year.
  • United Kingdom
    UK limited company formation for non-residentsA UK private limited company (Ltd) is a separate legal entity, owned by shareholders and run by directors, that non-residents can register online with Companies House. As of October 2026 registration usually takes 24 hours, and directors and people with significant control must first verify their identity.
  • British Virgin Islands
    BVI business company formationA BVI business company is a company incorporated under the BVI Business Companies Act 2004, used mainly for holding shares, investments and joint ventures. As of October 2026 companies file an annual financial return within nine months of their year end.

Related guides

Sources

  1. Finlex: Limited Liability Companies Act 624/2006 (unofficial English translation), retrieved 2026-11-03
  2. PRH: Limited liability companies, starting a company, retrieved 2026-11-03
  3. PRH: Permits to persons from outside the EEA, retrieved 2026-11-03
  4. Finlex: Enterprise Act 565/2023 (unofficial English translation), retrieved 2026-11-03
  5. PRH: Filings with the Trade Register, special cases from 2026, retrieved 2026-11-03
  6. PRH: Mandatory online filing with the Trade Register, retrieved 2026-11-03
  7. Finlex: Trade Register Act 564/2023 (unofficial English translation), retrieved 2026-11-03
  8. PRH: Notification of beneficial owners, retrieved 2026-11-03
  9. Vero: Income taxes of limited liability companies and cooperatives, retrieved 2026-11-03
  10. Vero: When dividends are paid out, retrieved 2026-11-03
  11. Vero: Rates of VAT, retrieved 2026-11-03
  12. Vero: How to register for VAT, retrieved 2026-11-03
  13. PRH: Filing financial statements, limited liability companies, retrieved 2026-11-03
  14. Finlex: Auditing Act 1141/2015 (unofficial English translation), retrieved 2026-11-03
  15. Vero: Tax return of limited liability companies and cooperatives, retrieved 2026-11-03
  16. Vero: Employer Register, retrieved 2026-11-03
  17. Vero: Incomes Register, deadlines for reporting, retrieved 2026-11-03
  18. Vero: Social insurance contributions, retrieved 2026-11-03
  19. PRH: Start-up notification for branches, retrieved 2026-11-03
  20. Vero: Dividends received by a limited liability company (FAQ), retrieved 2026-11-03
  21. Vero: How does the participation exemption work? (FAQ), retrieved 2026-11-03
  22. Finlex: Act on Preventing Money Laundering and Terrorist Financing 444/2017 (unofficial English translation), retrieved 2026-11-03
  23. Finanssivalvonta (FIN-FSA): Customer due diligence and customer identification, retrieved 2026-11-03
  24. Finanssivalvonta (FIN-FSA): Thematic review of the de-risking phenomenon (29 September 2025), retrieved 2026-11-03
  25. Finanssivalvonta (FIN-FSA): Basic banking services, retrieved 2026-11-03

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