Osakeyhtiöyhtymä

An osakeyhtiöyhtymä, often translated as a partnership limited by shares or a joint-stock partnership, is a Finnish legal entity. It combines characteristics of both a partnership and a limited company. In this structure, there are two types of partners: general partners (vastuunalaiset yhtiömiehet) and limited partners (sijoitusyhtiömiehet).

General partners are responsible for the management of the osakeyhtiöyhtymä and have unlimited personal liability for its debts. Their liability is joint and several. Limited partners, on the other hand, contribute capital to the partnership but their liability is limited to the amount of their capital contribution. They do not participate in the management of the entity.

The formation and operation of an osakeyhtiöyhtymä are governed by Finnish law, specifically the Act on Osakeyhtiöyhtymä. This entity is not a separate legal person in the same way as a traditional osakeyhtiö (limited company). Instead, the partnership itself is not taxed, but its profits and losses are allocated to the partners, who are then taxed individually.

Osakeyhtiöyhtymä can be used in various business contexts, but it is less common than a standard limited company. It might be chosen for specific investment structures or situations where the combination of active management with unlimited liability for some partners and passive investment with limited liability for others is desired. The requirements for its establishment and ongoing administration are detailed in Finnish commercial law.