Project Deals in Finland: Merger Control and FDI Control

As any M&A transaction, the acquisition of a Finnish project is subject to merger control scrutiny under Finnish or EU competition law.

Merger control

National merger control procedures are applied when the combined turnover generated in Finland (Finnish turnover) exceeds 100 million euro, and at least two of the parties have a Finnish turnover of more than 10 million euro. The scrutiny is conducted by the Finnish Competition and Consumer Authority.

If the deal exceeds the thresholds defined in the EC Merger Regulation 139/2004, the transaction is scrutinized exclusively under the rules of the Regulation by the European Commission.

Foreign investment considerations

Finland maintains a generally open and investor-friendly environment for foreign acquisitions. However, certain transactions may trigger review under the Act on the Monitoring of Foreign Corporate Acquisitions, particularly where national security or public order could be affected.

The review mechanism applies to acquisitions of Finnish entities engaged in critical infrastructure, defence, or security-sensitive sectors. It may also apply to acquisitions by entities controlled by non-EU or non-EFTA investors. The key consideration is whether the acquisition poses a threat to national security or public order.

Investors should factor potential review timelines into their transaction planning. Early legal assessment is recommended, especially for energy, telecommunications, or logistics-related projects. While most transactions do not require prior approval, the Ministry of Economic Affairs and Employment may request notification or initiate a review. In sensitive sectors, voluntary pre-clearance is advisable to avoid delays. If a formal review is conducted, the review process typically takes a few months.