Trade Register
The Trade Register is a nation-wide central register, which contains official information on businesses regardless of their business form. The National Board of Patents and Registration (NBPR) maintains the Trade Register. All information in the Trade Register is public and everyone has a right to obtain information about the entries made and documents found in the Trade Register.
Prior to the commencement of the business activity, a notification including basic information concerning the business entity and its business activities, (a start-up notification) is made to the registration authority in order to be entered into the register. If an issue registered with the Trade Register is amended, a notification thereof must immediately be made to the registration authority (notification of changes). Some amendments, such as reduction of capital, must be made within the specified time-limit or else the decision regarding the amendment expires. When filing a notification of changes it is practical to revise all the registration information and update any outdated information if necessary at the same time. Both the start-up notification and the notification of changes are subject to a charge.
Registration forms are available both in the national board of patents and registration of Finland and online on BIS’s webpage. In the general and limited partnership it is the general partner who is responsible for making the registration, in the limited liability companies it is the board of directors and the managing director (when it comes to the notification of amendments) or the person they have authorized. If a person has resigned from his position, he/she is also eligible for making the notification for the resignation by himself. Start up notifications and notifications of changes can also be made electronically through the BIS service, and electronic notification is often recommended by the authorities. Electronic notification is often faster.
A Trade Register entry has an effect of publicity, i.e., an issue entered into the register is considered to have become public knowledge and, on the other hand, renders it impossible to refer to an unregistered matter unless this is done against a person who is proven to have possessed information thereof. In some matters the Trade Register entry has a constitutive effect. A limited liability company, for instance, is established when registered.
More detailed information besides what is contained in the BIS service is available on the Trade Register extract, which may be ordered from the Trade Register subject to a fee. It is also possible to order other information from the Trade Register, subject to a fee, such as companies’ articles of association and annual accounts. A limited liability company shall notify its adopted annual statements for registration. On the other hand, for example, the term of office of a board member starts already with the election decision and not only with the registration entry.
The national board of patents and registration may in some circumstances order a limited liability company into liquidation or remove it from the register. One reason to this may be the fact that the company has failed to file its annual accounts within one year from the end of the financial period despite a request made by the National Board of Patents and Registration. Also a private trader can be removed from the register if he has not made any trade register notifications within the last 10 years and it therefore can be assumed that the business activities have ended. In order to find this out the national board of patents and registration shall contact both the tax administration and the trader himself and also give public notice of the removal from the register in the information service on published trade register entries held by the NBPR.