Termination of business – foreign company

If you ever terminate your business in Finland, you are expected to inform the Finnish authorities of it and you have to submit a final tax return.

When terminating business in Finland:

1

FILE A NOTICATION OF TERMINATION

When your business is wrapped up, you must file a notification of termination. You can cancel your registrations in various Finnish registers at the same time (such as the prepayment register of the Tax Administration, etc.).

Select the appropriate form:

  • Y4: foreign corporate entities
  • Y5: foreign partnerships (comparable to Finnish 'ay' and 'ky' forms of partnerships)
  • Y6: foreign self-employed individuals

Visit the BIS website to download a “Y” form

Send the completed form to:

PRH - Tax Administration
Business Information System
P.O. Box 2000
FI-00231 HELSINKI

2

CHECK THE SIZE OF YOUR PREPAYMENTS

Make a check on how the amount of your tax prepayments has been calculated for your final year of business in Finland. Inform the Tax Administration of a bank account number of your foreign company to facilitate any refunding to you.

Submit a bank account number

3

SUBMIT THE FINAL TAX RETURNS

Submit tax returns and pay the taxes for the final periods of operation:

  • File a VAT return
  • Report your payroll information to the Incomes Register If you have not paid any wages and have no information to report, submit the employer's separate report (indicating “No wages were paid”). Filing reports on paid wages and contributions
  • If you are not treated as having a permanent establishment in Finland, submit a “business tax return” or provide a written account on the activities you have carried out. The deadline for submitting the “business tax return” or the account is 4 months after the end of the calendar month when you wrapped up your activities.

Example: The financial year of the company is 1 January – 31 December. On terminating its business, it files an appropriate 'Y' form, stating that its final day of operation is the twentieth of June. The ‘Y’ form submitted by the company additionally contains a request for removal from taxpayer registers. In these circumstances, the company must file an income tax return for the 1 January – 20 June period, by 31 October at the latest.

The company is required to wait until its de-registration is in effect, i.e. submit its reports up to the date of removal from the register – not only to the date when the ‘Y’ form was filed.

Taxation during the final year of operation

The following factors have an impact on your taxes for the final year if your company has been treated as having a permanent establishment in Finland and you close it down:

  • The way you have carried out the termination of business
  • The type of assets and property your company has in Finland

Your company can sell its assets and property to a third party or transfer them back to its country of tax residence.

However, the following ways of terminating business will cause the probable selling price of the assets or property to become taxable income for the permanent establishment:

  • Selling all the assets/property that the permanent establishment had used in its activities.
  • Transferring the assets/property of the permanent establishment away from Finland.
  • Disconnecting your company’s business activities from the permanent establishment in Finland.

Another tax consequence of a termination is that any reserves on the balance sheet must be cancelled – i.e. they become taxable income.

If the country of tax residence of your company is an EU member country, the permanent establishment may be converted into a new, independent company. This conversion is treated under the “going concern” assumption, whereby the Finnish local branch is deemed to continue.