Yhtiöjärjestelyt

Yhtiöjärjestelyt refer to a range of corporate restructuring transactions within Finnish company law. These arrangements aim to alter the legal or financial structure of one or more companies. Common types of yhtiöjärjestelyt include mergers, demergers, and business transfers.

A merger, known as fuusio, involves one or more companies being absorbed into another existing company, or two or more companies combining to form a new entity. In a demerger, or jakautuminen, a company divides its assets and liabilities into two or more new or existing companies. A business transfer, or liiketoimintakauppa, involves the sale or purchase of a specific business operation from one company to another.

These transactions are governed by specific provisions in the Finnish Companies Act (Osakeyhtiölaki). The process typically requires a resolution from the shareholders of the involved companies and often involves complex legal and financial considerations, including valuation, creditor protection, and tax implications. The purpose of undertaking yhtiöjärjestelyt can vary widely, from achieving economies of scale, divesting non-core assets, to facilitating succession planning or strategic partnerships. The legal framework ensures that these reorganizations are conducted in a transparent and regulated manner, protecting the interests of shareholders, creditors, and employees.