Understanding UBO Filing in Finland is critical for any company or legal entity operating under Finnish jurisdiction. The process ensures transparency about who ultimately owns or controls a company. 

Under Finnish law, companies must disclose their ultimate beneficial owners to help combat financial crime and money laundering and to comply with international anti-money-laundering standards. This requirement to file UBOs in Finland strengthens corporate transparency and builds trust in Finland’s business environment.

This blog explains how Finland handles UBO/BOI reporting, who must comply, what information must be provided, the deadlines, and the consequences of non-compliance.

Key Highlights

  1. Finland requires most companies to report their Ultimate Beneficial Owners to the PRH Trade Register and maintain internal UBO records.
  2. UBOs are individuals who own or control at least 25% of a company; if none exist, senior management must be reported as “actual beneficial owners.”
  3. Filing is mandatory at incorporation and must be updated without delay when ownership or control changes.
  4. Non-compliance can lead to penalties, operational restrictions, and complications with banks and other regulated entities.
  5. Commenda supports businesses with global UBO reporting, compliance automation, KYC documentation, and ongoing BOI management.

What Is an Ultimate Beneficial Owner (UBO)?

An “Ultimate Beneficial Owner,” or (UBO), is a natural person who ultimately owns or controls a company, directly or indirectly. In practical terms, this means a person whose ownership, voting rights, or control gives them adequate power over the company’s decisions and direction. A UBO may hold shares directly or may control the company through one or more intermediary companies.

For example, if Person A directly owns 30% of Company X, Person A qualifies as a UBO. Or if Person B owns 60% of Company Y, and Company Y owns 40% of Company Z, Person B may still be considered a UBO of Company Z through the chain of control.

In Finland, UBO status arises when a natural person either owns or exercises control over a legal entity. This definition ensures that beneficial ownership is attributed to a natural person, eliminating the possibility of using opaque corporate entities to obscure control.

UBO Filing Requirements in Finland

In Finland, UBO filing is mandatory for most legal entities. The obligation to report beneficial owners to the relevant register took effect on 1 July 2019 for newly formed entities. Existing entities had to submit their beneficial-owner details no later than 1 July 2020.

The duty to file also applies whenever there is a change in beneficial ownership or other control: for example, changes in ownership shares, voting rights, control by other means, or when a new company is registered without using the standard online service.

Entities covered

The legal entities that must comply include: limited liability companies (LLCs), co-operatives, European companies (Societas Europaea), and many other forms of companies. Some general partnerships and limited partnerships may also be required to file, depending on whether a non-partner beneficial owner exists.

However, certain entities are exempt. Listed companies on the primary market of the Helsinki Stock Exchange, housing companies, mutual real-estate companies, foundations, religious communities, and associations are not required to submit UBO filings.

Authority in charge

The authority responsible for managing Finland’s UBO register is the Finnish Patent and Registration Office (PRH). The PRH maintains the UBO register as part of the broader trade register. Filing is done via the online service at ytj.fi.

Consequently, companies must complete the “UBO declaration Finland” by submitting the required beneficial-owner information to the Trade Register via PRH.

Finland Beneficial Ownership (BOI) Laws and Regulations

The legal basis for UBO/BOI reporting in Finland is the national implementation of EU anti–money laundering (AML) directives, notably the Fourth Anti‑Money Laundering Directive (Directive (EU) 2015/849). Finland transposed these rules into national law via the Finnish Act on Money Laundering (alongside amendments to the trade-register legislation).

These provisions require companies to identify their actual beneficial owners, report and register their details, and maintain up-to-date records. The specific criteria for UBO status are set out in the Money Laundering Act (Chapter 1, Sections 5–7).

Therefore, the Finnish beneficial ownership law requires transparency into control and ownership structures, reinforcing due diligence obligations for financial institutions, auditors, and other entities subject to AML rules.

Who Must File and Maintain the UBO Register in Finland?

In Finland, most legal entities must submit UBO information to the PRH-maintained UBO register. This requirement applies to limited liability companies, co-operatives, European companies, and many partnerships, subject to certain conditions (Borenius; PRH). If a company has no identifiable UBO under statutory thresholds or cannot confirm one, it must still file a notification. In such cases, the board, managing director, general partners, or equivalent decision-makers are treated as “actual beneficial owners”.

Record-keeping obligations

Companies must file their beneficial-owner notification with PRH through the Trade Register (PRH). Additionally, under the Finnish Act on Money Laundering, they must maintain an internal record of their beneficial owners that mirrors the data provided to the register.

Public vs. private accessibility

Beneficial-owner details in Finland are not publicly available. Only confirmation that a notification was submitted is publicly visible. Complete UBO data is accessible only to supervisory authorities, obliged entities such as banks and auditors, and parties requesting access for legally permitted due diligence or media purposes, subject to identity verification.

Overall, Finland maintains a formal UBO register for compliance and due diligence, not full public disclosure.

Documents and Information Required for UBO Filing in Finland

When making a UBO declaration in Finland, the company must provide specific details for each beneficial owner. 

According to PRH guidelines:

  • Full name of the beneficial owner (natural person).
  • Personal identity code (if available) or date of birth.
  • Nationality and country of residence.
  • The nature and extent of control or ownership, e.g., shareholding percentage, voting rights percentage, or other basis for control (for example, through a shareholders’ agreement or other contractual arrangements).
  • If the beneficial owner does not have a Finnish personal identity code, a copy of a passport or other identification document (such as a national passport) must be attached.

These requirements reflect typical UBO KYC requirements in Finland: detailed personal data, proof of identity, and clear evidence of shareholdings/control.

UBO Filing Deadlines and Timeline in Finland

A significant milestone in UBO compliance in Finland was the introduction of the UBO register. For new companies registered after 1 July 2019, the UBO filing was required at incorporation.

For companies existing before that date, the deadline to submit their beneficial-owner information was 1 July 2020.

After the initial filing, companies must update their UBO declarations without delay whenever there is a change:

  • If a beneficial owner’s shareholding or control changes;
  • If there is a new beneficial owner;
  • If a previous beneficial owner ceases to meet UBO criteria;
  • If the company was newly registered without using the online service, or if there were other triggering events.

This means the UBO filing deadline in Finland is effectively a continuing obligation rather than a one-time event: updates must be filed promptly when circumstances change.

Penalties for Non-Compliance with UBO Laws in Finland

Non-compliance with Finland’s UBO/BOI laws carries a serious risk. Under the Finnish legal framework, failure to file beneficial-owner details or failure to keep them current may result in regulatory consequences. According to PRH, the company’s ability to operate may be hampered; in some instances, the entity may face removal from the Trade Register or liquidated.

From 2025 onward, companies may also face a “negligence fee” for incorrect or missing beneficial-owner details. The fee is 300 euros for most companies, and 600 euros for public limited companies or European companies (Societas Europaea).

Additionally, deficiencies in UBO data may make it challenging to engage with financial institutions (banks, accountants, law firms) as they must verify beneficial-owner information under AML obligations. If inconsistencies arise, these entities may file a discrepancy report with PRH, which could further disrupt business operations.

Thus, failing to meet UBO laws can result not only in monetary penalties but also in operational disruption, reputational risk, and potential forced deregistration.

How to File a UBO/BOI Report in Finland (Step-by-Step)

Here is a practical guide to beneficial ownership reporting in Finland:

  1. Identify UBOs, review shareholding, voting rights, and other control mechanisms (e.g., shareholder agreements). Determine whether any natural persons meet the UBO criteria (ownership >25%, voting rights >25%, or actual control). If there are no UBOs, identify the persons in management (board, managing director, partners) who will be listed.
  2. Collect required documents and information for each identified beneficial owner, gather full name, date of birth or personal identity code, nationality, country of residence, shareholding/voting percentages or other control basis, and if needed, passport or ID copy (for non-Finnish persons).
  3. File the declaration online using the PRH-provided service at ytj.fi. The service supports Finnish and Swedish. Sign the notification with the same person who signs other company notifications (board member, managing director, general partner, or authorized representative).
  4. Maintain an internal UBO register, keep an up-to-date internal record containing the same information to meet ongoing compliance obligations under the Finnish Act on Money Laundering.
  5. Update on changes: whenever shareholding or control changes, or if a new beneficial owner emerges, promptly resubmit updated UBO details. Also, ensure internal records are updated accordingly.

This process ensures that Finnish entities comply with beneficial ownership reporting requirements and maintain good standing with regulatory authorities.

Recent Updates on UBO Regulations in Finland

The requirements for beneficial-owner registration in Finland originate from amendments implemented in connection with the EU’s Fourth Anti-Money Laundering Directive. As a result, the UBO register at PRH was established starting from 1 July 2019.

In 2024, Finland’s regulatory framework became stricter: companies that failed to submit beneficial-owner details by the reminder deadline were subject to deregistration. For example, the PRH issued a reminder to limited liability companies and co-operatives to file their details by 25 September 2024; failure to do so could result in removal from the Trade Register.

Moreover, beginning in 2025, companies may be required to pay a fixed negligence fee (€300 or €600, depending on the legal form) for failing to provide or providing incorrect beneficial-owner information.

Additionally, PRH is developing an enhanced beneficial-owner information service to improve data access for authorities and obliged entities. This project, supported by EU financing, aims to integrate Finnish beneficial-owner data with the EU’s cross-border register system, with completion expected between 2024 and 2026.

These developments show that Finland continues to reinforce and modernize its approach to beneficial-ownership transparency and compliance.

UBO Compliance Challenges for Global Businesses

For multinational businesses or foreign companies operating through Finnish branches, compliance with Finland’s beneficial ownership rules can pose challenges.

One issue is the ownership threshold: the 25% ownership or voting-rights benchmark may not capture complex ownership structures involving multiple tiers of entities or joint control. Identifying the ultimate natural person(s) behind numerous layers of entities, possibly across jurisdictions, requires careful analysis and documentation.

Another challenge is the trade-off between data privacy and transparency. While the UBO register exists, beneficial-owner details are not publicly accessible and are available only to designated authorities or obliged entities. For businesses conducting cross-border due diligence, obtaining access often requires formal requests, justification of purpose, and identity verification, which may delay or complicate compliance.

How Commenda Helps with UBO and Beneficial Ownership Compliance

For companies seeking to stay compliant across multiple jurisdictions, including Finland, using a professional compliance platform can simplify and streamline the process. Commenda offers entity management and compliance services to support beneficial-owner identification, documentation, timely filing, and record-keeping.

With Commenda’s UBO solutions, you can maintain a centralized view of all subsidiaries and entities, ensure that beneficial-owner information is accurate and complete, and update records promptly when changes occur. This simplifies compliance with Finland BOI requirements and regulations in other jurisdictions.

Stay compliant across jurisdictions with Commenda’s UBO solutions. Ensure seamless UBO compliance with Commenda, connect with our team to keep your business fully compliant in Finland and worldwide. Book a consultation with Commenda today!

Frequently Asked Questions (FAQ)

1. What is the UBO filing process in Finland?

The process involves identifying the natural persons who qualify as UBOs, gathering required personal and control information, and filing a notification with the Finnish Trade Register (via PRH), either upon incorporation or by the required deadline. Then maintain an internal UBO register and update it whenever there is a change.

2. Who qualifies as a UBO under Finnish law?

A UBO is a natural person who directly or indirectly owns more than 25% of a company’s shares, or holds more than 25% of voting rights, or otherwise exercises actual control over the company. If no such person can be identified, members of the board or similar managing persons are recorded as UBOs.

3. What documents are required for a UBO declaration in Finland?

Required information includes full name, personal identity code (or date of birth), nationality, country of residence, shareholding percentage, voting rights or other control basis, and, for non-Finnish residents, a copy of a passport or official identification.

4. What is the UBO filing deadline in Finland?

For companies formed after 1 July 2019, the filing must be completed at incorporation. For existing companies, the earlier deadline was 1 July 2020. Thereafter, companies must update their filings without delay when beneficial ownership information changes.

5. What happens if a company fails to disclose UBOs in Finland?

Consequences include possible removal from the Trade Register, forced liquidation, a negligence fee (from 2025: €300 or €600 depending on legal form), and difficulties in dealing with banks or other service providers that require verified beneficial-owner data.

6. Is the UBO register in Finland public?

No. Although PRH maintains it, the beneficial ownership details are not publicly available. Only a limited set of authorities and obliged entities (banks, auditors, etc.) can access the data under permitted conditions.

7. Do trusts and partnerships also need to file UBO details in Finland?

Some partnerships, general or limited, must report their beneficial owner if the owner is a natural person who is not a partner. Other entities, such as foundations, religious communities, and certain housing or real estate entities, are exempt.

8. How can companies from other countries comply with UBO laws if they operate in Finland?

Foreign companies operating through Finnish subsidiaries or branches must also comply with Finland’s UBO filing and reporting requirements. Using a solution like Commenda can help such companies manage beneficial-owner data and ensure compliance across jurisdictions.