According to a draft Government Bill, the turnover thresholds for merger control notifications in Finland are proposed to be lowered significantly. Based on the proposal, a mandatory merger control notification obligation would apply where:
(i) the combined turnover of all the parties generated in Finland exceeds EUR 100 million; and
(ii) the turnover generated in Finland of each of at least two parties to the transaction exceeds EUR 10 million.
Currently, a transaction must be notified to the FCCA where the combined worldwide turnover of all the parties to the transaction exceeds EUR 350 million, and the turnover in Finland of each of at least two parties exceeds EUR 20 million.
In the Nordic perspective, the Finnish turnover thresholds have been relatively high. Should the Government Bill be adopted, this will inevitably lead to an increased amount of notifications and Phase 1 clearances of unproblematic transactions, which increases the administrative burden of both the FCCA and the parties of M&A transactions. The upside of the proposal is that a stronger nexus to Finland is required and that the FCCA would not have a right to review transactions that fall below the turnover thresholds, as contemplated in an earlier proposal. This is good news for legal certainty.
Interested parties are welcome to submit statements on the proposal until 10 August 2022.