Record
2026-09-20 06:00 Finland

Director and ubo in Finland: what can be established

What the sources showNamed directors, board members, and registered shareholders of Finnish companies. Source: Finnish Trade Register (Kaupparekisteri) · verified 2026-09-01 Beneficial ownershipFinland maintains a separate beneficial ownership register under the Act on the Register of Beneficial Owners (Laki tosiasiallisten edunsaajien rekisteristä). Disclosure is mandatory for most legal entities. Source: PRH Beneficial Ownership Register · verified 2026-09-01 Access conditionThe Trade Register is publicly searchable. Beneficial ownership data is accessible to persons with a legitimate interest; the mechanism for establishing that interest is described below. What the sources do not showNominee arrangements, trust structures, and indirect control through foreign holding layers are not captured in either register. The record ends at the registered layer.

The Finnish Trade Register (Kaupparekisteri), maintained by the Finnish Patent and Registration Office (PRH), records the named directors, board members, and registered shareholders of Finnish limited liability companies (osakeyhtiö). The beneficial ownership register, introduced under Finnish law implementing the EU Fourth and Fifth Anti-Money Laundering Directives, adds a separate layer: the identities of natural persons who ultimately control or own the entity.

Control, in the Finnish context, means the ability to direct the company's affairs — through shareholding, voting rights, or other means. Both registers address this question from different angles. Neither resolves it completely. The ceiling of what the sources allow is stated before payment.


What the Finnish Trade Register records

The Trade Register holds the foundational corporate record for every registered Finnish entity. For a limited liability company, the register contains the company's articles of association, the names and personal identification details of board members and the managing director, the registered share capital, and — for companies with a share register obligation — the names of shareholders holding above the statutory threshold.

The register is maintained in real time. Amendments filed with PRH appear in the public record within the statutory processing period. Historical versions of the register entry are retrievable, allowing reconstruction of the directorship record over time.

Shareholder data in the Trade Register reflects what the company has filed. For private limited companies (yksityinen osakeyhtiö, Oy), the shareholder register is maintained internally by the company and is not automatically public. What appears in the Trade Register is the filed notification, not the live shareholder register. The gap between those two records is a structural feature of Finnish corporate law, not a data quality issue.

For public limited companies (julkinen osakeyhtiö, Oyj) listed on Nasdaq Helsinki, the shareholder register is maintained by Euroclear Finland. Ownership above the statutory disclosure threshold is publicly reported. Below that threshold, the record is not accessible through the Trade Register.

Source: Finnish Trade Register (Kaupparekisteri), PRH · verified 2026-09-01


What the beneficial ownership register records

Finland's beneficial ownership register is a separate database held by PRH. Companies subject to the obligation must identify and file the natural persons who are beneficial owners — defined as those who own more than 25 percent of shares or voting rights, or who otherwise exercise control.

Where no natural person meets the threshold, the company must file a statement to that effect and identify the senior managing official as the notional beneficial owner of record. This is a compliance entry, not a substantive finding of control.

The register is not fully public in the sense that any person may search it without restriction. Access is conditioned on demonstrating a legitimate interest. The mechanism for establishing that interest involves a formal request to PRH. The criteria are defined in the applicable Finnish legislation and the implementing PRH procedure.

The register records the name, date of birth, nationality, and country of residence of each beneficial owner, together with the nature and extent of the ownership or control interest. It does not record the full chain of ownership — only the natural person at the end of that chain, as reported by the company.

Source: PRH Beneficial Ownership Register · verified 2026-09-01


The structure of control: what the two registers together establish

When both registers are read together, the following can be established for a Finnish company:

  • The current named directors and board members, with appointment dates
  • The managing director, if separately appointed
  • Filed shareholder notifications above the statutory threshold
  • The natural persons reported as beneficial owners, with the nature of their interest
  • Historical changes to the directorship record

What cannot be established from these sources alone:

  • The full internal shareholder register of a private limited company, unless the company has filed it or it has been produced in proceedings
  • Indirect ownership through foreign holding entities — the register records what the Finnish entity has reported, not what lies above it in a cross-border structure
  • Nominee arrangements, where the registered shareholder acts on behalf of an undisclosed principal
  • Voting agreements, shareholder agreements, and other contractual control mechanisms — these are private documents and do not appear in any public register

The two-register structure answers the question of who is named as controlling the company. It does not answer the question of whether that named person is the economic principal in a layered cross-border structure.


Finnish company types and coverage

Entity type Trade Register coverage Beneficial ownership register
Private limited company (Oy) Directors, filed shareholder notifications Mandatory filing
Public limited company (Oyj) Directors, statutory disclosures Mandatory filing
General partnership (Ay) Partners named Mandatory filing
Limited partnership (Ky) General and limited partners Mandatory filing
Branch of foreign company Local representative Not separately required
Foundation (säätiö) Board members Mandatory filing

Branch registrations present a specific limitation. The Finnish branch record identifies the local representative and the foreign parent. The ownership structure of the foreign parent is not within the scope of the Finnish register. Establishing control over a Finnish branch requires a parallel inquiry in the jurisdiction of the parent.

Source: Finnish Trade Register (Kaupparekisteri), PRH · verified 2026-09-01


Insolvency and enforcement records

Finnish insolvency proceedings — bankruptcy (konkurssi) and restructuring (yrityssaneeraus) — are recorded in the Trade Register and in the separate insolvency register maintained by the courts. A negative result in the insolvency register does not confirm the absence of a filed application. Applications filed but not yet processed may not appear in the searchable record at the time of inquiry.

Payment default entries are held by Finnish credit information registers, which are separate from the Trade Register. Access to those records is governed by the Act on Credit Information (Luottotietolaki) and requires a defined legal basis.

Director disqualification (liiketoimintakielto) is recorded in the Trade Register. A person subject to a business prohibition cannot act as a director or managing officer of a Finnish company during the prohibition period. The register shows current prohibitions; historical prohibitions that have expired may not appear in the standard extract.

Source: Finnish Trade Register (Kaupparekisteri), PRH; Finnish court insolvency records · verified 2026-09-01


The limit of what the sources allow

The Finnish registers are well-maintained and comparatively transparent by European standards. The beneficial ownership register adds a layer that many jurisdictions do not have. Within those parameters, the ceiling is defined:

The Trade Register shows what has been filed. For private limited companies, the internal shareholder register is not a public document. The beneficial ownership register shows what the company has reported. It does not independently verify the accuracy of that report. Where the reported beneficial owner is itself a legal entity — which the register should not contain, but which errors in filing can produce — the chain is broken at that point.

Cross-border structures are the primary limitation. A Finnish operating company owned by a Cyprus holding company owned by a BVI entity presents a chain that the Finnish register addresses only at the first link. The Finnish record establishes who is registered as owning the Finnish entity. What lies above that layer requires parallel inquiries in each relevant jurisdiction.

The CJEU judgment in joined cases C-37/20 and C-601/20 (WM and Sovim, November 2022) restricted unrestricted public access to beneficial ownership registers across EU member states. Finland implemented access restrictions accordingly. The current access regime requires demonstration of a legitimate interest for beneficial ownership data. The practical implication: retrieval of beneficial ownership data for a Finnish entity is not a self-service operation for a foreign requester without a registered presence or established relationship with PRH.

The report establishes what the sources show, names the layer at which the chain stops, and states why.


Where the sources disagree

Discrepancies between the Trade Register and the beneficial ownership register are a substantive finding, not a data anomaly to be resolved before delivery. Where the named director in the Trade Register differs from the person identified as exercising control in the beneficial ownership register, that divergence is recorded and described in the report.

Where the filed shareholder notification and the beneficial ownership filing point to different natural persons, both entries are reproduced and the structural explanation — to the extent the registers provide one — is stated.

Discrepancies between the Finnish record and the record of a foreign parent entity are noted where the foreign record is within the scope of the inquiry.


Scope and fixed price

Tier Price What is included Not included
Signal €1,350 Current directors and board members from Trade Register; current beneficial ownership filing; insolvency and disqualification check; summary of access conditions and identified gaps Internal shareholder register; cross-border ownership chain above Finnish layer; financial statements; enforcement record
Standard €2,850 All Signal content; historical directorship record with appointment and resignation dates; filed shareholder notifications; financial statements filed with PRH (where available); identification of cross-border holding layer and jurisdiction of parent entity; discrepancy analysis between Trade Register and beneficial ownership register Verification of foreign parent ownership structure; legal qualification of findings
Extended €6,300 All Standard content; parallel inquiry in jurisdiction of identified foreign parent entity (one jurisdiction); full ownership chain reconstruction to the extent public registers allow; enforcement and litigation record search; written analysis of control structure and identified gaps at each layer Legal advice; legal qualification of findings; representation

FAQ

What is the difference between the Trade Register and the beneficial ownership register in Finland? The Trade Register records the formal corporate structure: directors, board members, and filed shareholder notifications. The beneficial ownership register records the natural persons who ultimately own or control the entity, as reported by the company. The two registers address the same underlying question from different angles and do not always point to the same individuals.

Can a foreign requester access Finnish beneficial ownership data directly? Access to the beneficial ownership register requires demonstration of a legitimate interest under Finnish law. The practical path for a foreign requester without a registered Finnish presence involves a formal request to PRH with supporting documentation. The report covers this access layer as part of the inquiry.

What does the report establish if the Finnish company is owned by a foreign holding entity? At the Signal and Standard tiers, the report establishes the Finnish layer and identifies the foreign parent entity and its jurisdiction. At the Extended tier, a parallel inquiry in one identified foreign jurisdiction is included. Ownership chains spanning multiple foreign jurisdictions require a separate scoping discussion.

Does a negative insolvency result confirm the company is not in proceedings? No. A negative result in the searchable insolvency record does not confirm the absence of a filed application. Applications filed but not yet processed may not appear at the time of inquiry. The report states the date and scope of the search.

What is not in the report? The report does not contain legal advice, legal qualification of the facts established, or any assessment of what the findings mean for a particular transaction or position. That distinction is stated in the disclaimer and is structural to the product.


Sources: - Finnish Patent and Registration Office (PRH) — Trade Register (Kaupparekisteri) — https://www.prh.fi/en/kaupparekisteri.html — verified 2026-09-01 - PRH Beneficial Ownership Register — https://www.prh.fi/en/kaupparekisteri/beneficial_ownership.html — verified 2026-09-01 - Finnish court insolvency records (Konkurssiasiamiehen toimisto) — https://www.konkurssiasiamies.fi — verified 2026-09-01


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Disclaimer: This report is a factual compilation from official registers and public sources. It is provided for informational purposes only, does not constitute legal advice, and contains no legal qualification of the facts established. VLO Law Firm assumes no liability for actions taken or not taken based on this material. For advice regarding your particular situation, please contact info@vlolawfirm.com.

Author: Elena Moretti — Partner, Continental Europe, VLO Law Firm