Government measures in key jurisdictions 3rd edition final - Flipbook - Page 51
Finland
Company
law matters
Have any measures
been put in place to
accommodate social
distancing (such as
remote general
meetings)?
•
On 24 April 2020, the Finnish Parliament adopted a temporary act, which allows companies to
deviate from certain provisions of the Finnish Companies Act relating to holding of a general
meeting of shareholders, in order to prevent the spread of Covid-19 pandemic. The temporary act
entered into force on 1 May 2020 and is valid until 30 September 2020.
•
Under the temporary act, both listed and non-listed companies can hold their annual general
meetings by the end of September 2020, irrespective of the deadlines set by the Finnish Companies
Act or their Articles of Association.
•
The temporary act makes it possible for listed companies to hold their annual general meetings
remotely so that shareholders may participate in the general meeting only by way of a proxy. The
board of directors of the company may appoint one or more proxy representatives for the use of
shareholders. Alternatively, an annual general meeting of a listed company can be held remotely so
that shareholders may participate in the general meeting only by technical means. A remote
meeting can also be held as a combination of a proxy meeting and participation by technical means
in which case also shareholders’ proxy representatives can participate in the meeting only by
technical means.
•
Regardless of whether a general meeting is organised by using one of the above options or as a
combination of them, a physical general meeting must be held. At least the chairman of the
meeting and the person appointed as scrutiniser of minutes must attend the meeting in person.
•
The temporary act also allows limited liability companies whose financial term has ended between
30 November 2019 and 29 February 2020 to prepare their financial statements and annual reports
by the end of June 2020. Limited liability companies whose financial term has ended between 1
March 2020 and 24 March 2020 may upon certain conditions, prepare their financial statements
and annual reports later than within the normal four months of the end of the financial term based
on the general exemption issued by the Finnish Accounting Board on 25 March 2020.
Government measures in key jurisdictions
51