Legal Updates

Mehiläinen/Pihlajalinna tie-up falls apart in the Market Court

The Market Court has rendered its much awaited, albeit brief, decision in the case concerning the proposed “3 to 2” merger in the Finnish health care market between Mehiläinen Yhtiöt Oy and Pihlajalinna Oyj on 29 December 2020. The Market Court did not rule on the merits of the proposed merger due to the deal having been abandoned. Read more

The Effects of UK leaving the EU on EU Trademarks and Community Designs

After 1 January 2021, UK is no longer part of the EU. Consequently, EU trademark applications and Community design applications filed after 31 December 2020 will no longer receive protection in the UK.

In relation to existing EU trademarks, Community designs, unregistered Community designs as well as any pending applications, the UK trademark authority has agreed to take following measures: Read more

International transfers of personal data – recent developments post CJEU Schrems II judgement

In July 2020 the Court of Justice of the European Union (CJEU) delivered its judgement in the Schrems II case where the CJEU declared that the Privacy Shield mechanism, enabling a legal transfer of personal data from the EEA to the US, is invalid. This mainly because US laws, not following the principle of proportionality included in the GDPR, allow excessive access and use by US surveillance authorities to personal data. Also, there is no remedy available to EU data subjects to ensure protection of their personal data after it has been transferred to the US. Organizations that have relied on the Privacy Shield mechanism must post Schrems II have alternative transfer mechanisms in place in order to be able to legally transfer personal data from the EEA to the US. Such alternative transfer mechanisms may, amongst others, include Standard Contractual Clauses (SCC). Read more

New rules concerning non-compete obligation in employment contracts

Under the Employment Contracts Act, the employer and the employee may agree on a non-compete obligation only in limited circumstances. However, in practice the criteria have been vague and non-compete obligations have been more commonly used than what was intended. The reform of the Employment Contracts Act aims to change this situation and force employers to carefully consider when to include non-compete obligation in an employment contract. Read more

Marketing of UK funds in Finland after the end of Brexit transitional period

ORIGINALLY PUBLISHED ON 14 OCTOBER 2020, UPDATED ON 4 NOVEMBER 2020

The Finnish Financial Supervisory Authority (“FIN-FSA”) has on 13 October 2020 issued guidance regarding funds and fund managers (AIFMs and UCITS) domiciled in the United Kingdom as regards enabling uninterrupted marketing activities in Finland after the end of the Brexit transitional period on 31 December 2020.  Read more

Interest rates and direct marketing of consumer loans to be temporarily restricted as of 1 July 2020

The Finnish parliament has on 16 June 2020 approved the government’s proposal regarding certain amendments to the legislation on consumer loans due to the coronavirus outbreak. According to the new temporary legislation, the applicable interest rate on consumer loans will be temporarily capped at 10 per cent instead of the current 20 per cent. Also, any direct marketing to consumers will be banned. These restrictions are scheduled to enter into force on 1 July 2020 and apply until 31 December 2020. Read more

Impact of COVID-19 on Finnair – Legal and contractual issues

The Finnish government has started to gradually lift COVID-19 restrictions as Finnish society
steadily aims to resume its former course. Accordingly, schools began to reopen from 14 May 2020
and restaurants from 1 June 2020. However, some of the restrictions will remain in force until the
end of October 2020 and will be revisited periodically. A hopeful sign for the transport sector in
general is that the state-owned railway operator VR has announced that it aims to return to
approximately 85% of normal traffic levels starting from mid-June 2020. Read more

First four administrative fines issued for non-compliance with the GDPR in Finland

The first four fines for non-compliance with the GDPR were issued in Finland in end May 2020. The fines were imposed by the Collegial Body of the Finnish Data Protection ombudsman (DPA), who began its work in end September 2019 only. All four decisions concern infringements of very basic GDPR obligations and principles such as not providing data subjects with required information, failure to carry out data protection impact assessments and collecting unnecessary personal data. Read more

Several amendments proposed to the Competition Act based on the ECN+ Directive

The Ministry of Economic Affairs and Employment (the “MEAE”) recently published its report regarding the national implementation of the Directive (EU) 2019/1 (the so-called “ECN+ Directive”). The purpose of the ECN+ Directive is to empower national competition authorities in the European Union to become more effective enforcers by introducing certain common investigative and enforcement powers. In its report, the MEAE proposes several changes to the Competition Act. The below non-exhaustive summary discusses certain interesting changes proposed by the MEAE, including imposition of structural remedies to end competition infringements, detailed provisions on the setting of competition infringement fines and enhanced cooperation between national competition authorities in the EU. Read more

Significant Supreme Court Precedent on Redemption Clauses in Shareholders’ Agreements

One of the primary goals of a shareholders’ agreement in privately held companies is normally to ensure that the company’s shares remain in the hands of employees. Therefore, a good shareholders’ agreement will mandate the redemption of shares from a shareholder, for example, in the case of termination of employment and other events that might cause shares to fall outside of the control of the company and its active employees. In this respect, the Supreme Court of Finland has recently issued a significant precedent (KKO 2020:34) on the mechanism to be applied when redeeming shares based on a shareholders’ agreement, which may require shareholders’ agreements (and/or the articles of associations) of a company to be tuned-up. Read more