Submission of Financial Statements to the Trade Register

Limited liability companies, partnerships and limited partnerships where another partnership, limited partnership or limited liability company acts as a general partner, as well as cooperatives, mutual insurance companies and insurance associations are required to submit their financial statements to the Trade Register for registration. The same applies also to other corporations and sole traders, whose extent of operations exceeds at least two of the criteria set forth in the Accounting Act.

In a limited liability company, the financial statements are signed and dated by the board of directors and the managing director. If the company is required, pursuant to the Auditing Act, to carry out an audit [5.1.7 Audit], the financial statements shall be provided, in full, to the auditors for audit no less than one month prior to the annual general meeting of shareholders.

As regards limited liability companies, the profit and loss statement and the balance sheet included in the financial statements are adopted in the annual general meeting that must be held within six months of the closing of the financial period.

The financial statements must be submitted to the Trade Register within six months from the closing of the financial period, except in limited liability companies and cooperatives, for which the corresponding time period is two months from the general meeting at which the financial statements were adopted. The National Board of Patents and Registration may compel, under the threat of a fine, the Managing Director or a member of the Board of Directors, to submit the financial statements within a specified time period. If this requirement is not fulfilled within one year from the closing of the financial period, a court may order the company into liquidation impose a fine on the person who was under a duty to submit the financial statements.

The company is required to provide a copy of the aforementioned documents to any person requesting them, following expiry of two weeks from the adoption of the financial statements. Such request must be made prior to submission of the financial statements for registration. This duty ends once the financial statements have been submitted for registration.

Alternatively, the financial statements, including notes that must be submitted to the Trade Register can also be attached to a tax return that is delivered electronically to the Tax Administration, in which case the Tax Administration forwards the information to the Trade Register.If a tax declaration is not delivered electronically, the Tax Administration forwards only the financial information provided as attachments to a tax return provided on the 6B form, instead of the complete financial information that e.g. a limited liability company is required by law to submit to the Trade Register. Therefore, for instance, notes to the financial statements or consolidated financial statements will not be submitted to the Trade Register through the Tax Administration.