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What form should the notification take? What content is required?
The notification form is broadly similar to Form CO of the EU Merger Regulation. A concentration may also be notified by using a short-form notification. The party may ask the FCCA whether it approves the use of the short form, or may simply notify the concentration in accordance with the short form. However, the FCCA may always require the notifying party to use the normal detailed notification form. For instance, the use of the short form may be justifiable where companies set up a joint venture which accrues no revenue and has no other connection to the Finnish market.
The notification must include the information specified in the Decree on the Scope of the Obligation to Notify (1012/2011). The filing must be made in Finnish or Swedish, but the annexes can also be in English. The FCCA may order the notifying parties to provide a Finnish or Swedish translation of any particularly important or ambiguous annexes. Any business secrets contained in the notification or its annexes must be clearly indicated by the parties.
Since November 2015 the notifications must be submitted electronically (in practice, on a portable hard drive such as an USB memory stick). Paper copies are no longer required.
Certain documents must be enclosed as annexes to the notification, such as:
- trade register extracts from each party;
- agreements concerning or relating to the concentration, such as share purchase agreements, shareholder agreements and public bids; and
- the latest annual reports and profit and loss accounts.
The parties can supplement the information provided in the notification by other annexes, schedules and diagrams.
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