Permits to persons from outside the European Economic Area (EEA)

The Finnish Patent and Registration Office (PRH) grants, on application, permits to persons coming from outside the EEA to hold managerial positions or other positions of responsibility in businesses. The person’s citizenship does not decide whether a permit is needed or not.
The permanent place of residence or the legal person’s registered office is a decisive factor. Local register offices (‘maistraatti’ in Finnish) give further information on how a permanent place of residence in Finland is determined.

You also need a permit from the PRH to set up a branch of an organisation or a foundation that is from outside the EEA. Read more.

For information on residence permits needed in business, please contact the Finnish Immigration Service.

Questions and answers

Please choose the relevant topic below first for further instructions:

Limited company or housing company

General partnership or limited partnership

Private trader

Co-operative

Branch of a foreign organisation

Applying for a permit

The permit procedure

Countries belonging to the European Economic Area (EEA)

Limited liability company or housing company

Question: Can a foreigner be a shareholder / board member / managing director (housing manager) in a limited liability company?

Answer: The citizenship of the person is not a decisive factor. What is relevant is in which country he or she lives permanently. In certain cases a person residing outside the European Economic Area (EEA) needs a permit from the PRH.

Shareholder
In regular businesses there are no restrictions based on the place of residence or registered office, or citizenship, when it comes to the right to own shares. There are, however, some rare special situations which are governed by the Act on the Monitoring of Foreigners’ Corporate Acquisitions in Finland.

Ordinary / deputy member of the board of directors
If at least one Board member is a resident of the EEA, no permit is needed. In other cases a permit from the PRH is required.

Please note that the situation is looked into separately for the part of ordinary members and deputy members respectively.

An example: A company’s board of directors consists of three ordinary members and two deputy members.


Ordinary members are:

  • A Swedish citizen residing in Thailand
  • A Canadian citizen residing in Portugal
  • A Japanese citizen residing in Japan

Deputy members are:

  • A U.S. citizen residing in Germany
  • A Chinese citizen residing in China

No permit from the PRH is required, because at least one of both the ordinary members and the deputy members (even when computed separately) are residents of the EEA. If none of the ordinary members lives in the EEA, all of them would need a permit granted by the PRH.

The above described principles concerning board members also apply to members of the supervisory board and liquidators.

Managing director / deputy managing director / housing manager of a limited liability company

The managing director (and his or her deputy, if any) must have a place of residence in the EEA. The housing manager of a company under the Finnish Housing Companies Act must also be a resident of an EEA state. In other case, he or she has to apply for a permit from the PRH.

Representative in Finland
A limited liability company must have a representative who is entitled to receive summons and other notifications on behalf of the company. The representative must
have a place of residence in Finland and is entered in the Trade Register. If the company has a member or deputy member of the board of directors, a managing director, a person authorised to sign for the company, or a holder of procuration who has been notified to the Trade Register, and the person in question is resident in the EEA, it is not necessary to elect a separate representative. The Finnish Act on the Right to Carry on a Trade sets out the provisions on the notification of representatives to the Trade Register.

Applying for a permit

The permit procedure

General partnership or limited partnership

Question: Can a foreigner serve as a partner in a general partnership or limited partnership?

Answer: At least one of the partners in a general partnership or of general partners in a limited partnership has to have a place of residence or, if the partner is a legal person, the registered office in the EEA. Otherwise, you must apply for a permit from the PRH for all partners that are not from the EEA.

The silent partners of a limited partnership are not required to have a place of residence or a registered office in the EEA. Citizenship is in other words not a decisive factor.

Representative in Finland
A partnership must have a representative who is entitled to receive summons and other notifications on behalf of the partnership. The representative must have a place of residence in Finland and is entered in the Trade Register. If the partnership has a partner (in a limited partnership a general partner), a managing director, or a holder of procuration resident in the EEA, no separate representative is needed. The Finnish Act on the Right to Carry on a Trade sets out the provisions on the notification of representatives to the Trade Register.

Applying for a permit

The permit procedure

Private trader

Question: Can a foreigner function as a private trader?

Answer: Citizenship is not a decisive factor, but the trader’s place of residence must be located within the EEA. Otherwise he or she has to apply for a permit from the PRH.

For example a natural person resident in Estonia can operate as a private trader in Finland.

Representative in Finland
The trader must have a representative who is entitled to receive summons and other notifications on behalf of the private trader. The representative must be have a place of residence in Finland. If the private trader is resident in the EEA, no separate representative is needed. The Finnish Act on the Right to Carry on a Trade sets out the provisions on the notification of a representative to the Trade Register.

Applying for a permit

The permit procedure

Co-operative

Question: Can a foreigner serve as a board member or managing director?

Answer: Citizenship is not a decisive factor. If at least one ordinary board member and deputy member has a place of residence in the EEA, no permit from the PRH is required. This also applies to members of the supervisory board and to liquidators.

The managing director, and the substitute for the managing director, must have a place of residence in the EEA. Otherwise you have to apply for a permit from the PRH.

Representative in Finland
A co-operative must have a representative who is entitled to receive summons and other notifications on behalf of the co-operative. The representative must have a place of residence in Finland and is entered in the Trade Register. If the co-operative has a member of the board of directors, a managing director, a person authorised to sign for the co-operative, or a holder of procuration who has been notified to the Trade Register and is resident in the EEA, it is not necessary to elect a separate representative. The Finnish Act on the Right to Carry on a Trade sets out the provisions on the notification of a representative to the Trade Register.

Applying for a permit

The permit procedure

Branch of a foreign organisation

Representative of the branch

A branch of a foreign trader must have a representative referred to in section 6(3) of the Act on the Right to Carry on a Trade. The representative is a person who is entitled to receive summons and other notifications on behalf of the trader. If the trader is a foreign corporate body or foundation that is founded under the legislation of a country belonging to the EEA and has its registered office (domicile) (designated in the statutes), its central administration or head office in a country belonging to the EEA, the representative must be resident in the EEA. In other cases, the representative must have a place of residence in Finland.

You also need a permit from the PRH to set up a branch of an organisation or a foundation that is from outside the EEA. Read more.

Applying for a permit

The permit procedure

How to apply for a permit


You apply for a permit in an application, free in form, and give the grounds why the permit should be granted. The application must be filed either in Finnish or in Swedish.

The application must include the following:

  • The name, citizenship and place of residence of the applicant and the country in which the place of residence is located. If the applicant is an organisation, its name and registered office and the country in which the registered office is located.
  • The permit(s) applied for (for example a permit to act as a founder or a member of the board of directors of a limited liability company).
  • The company name and the business ID must also be indicated if the company already has one.
  • Why the permit should be granted.
  • The postal address and other contact details, such as phone number, of the applicant or his or her representative.

If you apply for several permits for your business or company, you can file one single application and indicate all the applicants in the application. The application must be dated and signed by each applicant. If the applicant is an organisation, the persons authorised to sign for the organisation can sign the application. If the application is signed by a power of attorney, enclose the power of attorney with the application.

The application fee is 120 euros for each permit. For example, if a permit is needed for three board members, three fees are collected (a total of 360 euros). The fee must be paid after the PRH's decision and even if the permit has been denied. If the PRH sends both the decision and the invoice to you by mail, there will be an additional charge of 12 euros for delivery and invoicing.

Please submit a certified copy of the PRH's decision to grant the permit together with your notification.

Enclosures

Permit for a member of the board of directors or for a managing director in a limited liability company

Required enclosures when you establish a company:

  • Certified copies of the memorandum of association and the articles of association of the company that is being formed.
  • If a permit is applied for the managing director, a copy of the minutes of the board of directors must be enclosed.
  • If the applicant does not have a Finnish personal identity code, submit a photocopy of his or her passport.
  • If a document in a foreign language is enclosed, a translation into Finnish or Swedish is required.

Required enclosures when changes have taken place in an existing company (board of directors or managing director)

  • A certified copy of the minutes of the meeting in which the election was made. Decisions regarding the election of the board of directors are usually taken by the general meeting, whereas the managing director is in regular companies elected by the board of directors.
  • If the applicant does not have a Finnish personal identity code, submit a photocopy of his or her passport.
  • If a document in a foreign language is enclosed, a translation into Finnish or Swedish is required.


Permit for a partner in a general or limited partnership

  • When establishing a partnership, a certified copy of the partnership agreement.
  • If you apply for a permit when a partner has changed, an agreement concerning the change of the partnership agreement.
  • If the applicant does not have a Finnish personal identity code, submit a photocopy of his or her passport
  • If the applicant is an organisation, submit an extract from the register in which the organisation has been entered and a copy of the articles of association or rules of the organisation
  • If a document in a foreign language is enclosed, a translation into Finnish or Swedish is required.

Permit for a private trader
If the applicant does not have a Finnish personal identity code, submit a certified copy of his or her passport together with the application.

Permit for a branch

See further instructions

Permit procedure

The following examples give a general idea of the permit procedure. Please remember however that an application will not be assessed and decided until during the actual processing.

The PRH has granted a permit to a branch of a foreign trader if the parent body is duly registered in its home country. For other company forms, the granting procedure has, on the other hand, been quite strict.

  • Private traders: The PRH has granted a permit to persons who live permanently in a country that has acceded to the Lugano Convention. In practice, this means persons who live permanently in Switzerland.
  • Partners of general partnerships and general partners of limited partnerships: The PRH has granted a permit to persons who live permanently in a country that has acceded to the Lugano Convention. In practice, this means persons who live permanently in Switzerland. When you apply for a permit for a legal person to be a partner, it is relevant in which country the legal person has its registered office (the municipality where the operations are managed).
  • Ordinary members of the board of directors of a limited liability company: The PRH has granted a permit to persons who live permanently in a country that has acceded to the Lugano Convention. In practice, this means persons who live permanently in Switzerland. The PRH has also granted a permit to US citizens who live permanently in the United States. This is based on a Treaty of Friendship, Commerce and Consular Rights between Finland and the United States.
  • Managing director of a limited liability company: The PRH has granted a permit if at least one person who lives permanently in the European Economic Area is an ordinary member of the board of directors. The PRH has also granted a permit to US citizens who live permanently in the United States.

Less common situations

Please note that a permit may also be needed in some less common situations: the manager of a European Economic Interest Grouping must be a resident of the EEA, unless the PRH grants a dispensation from this requirement, but in a tenant owners’ society (right-of-occupancy housing) at least one board member, deputy board member and the housing manager must be a resident of the EEA. Otherwise they would need an exceptional permission from the PRH. Besides permits for foreigners in businesses, special provisions have also been given on permits to foreigners in foundations and associations.

For further information please contact our Advisory Service.

Printable version
Latest update 15.03.2017